8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

October 1, 2015 (October 1, 2015)

Date of Report (date of Earliest Event Reported)

NEWTEK BUSINESS SERVICES CORP.

(Exact Name of Company as Specified in its Charter)

MARYLAND	814-01035	46-3755188
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File No.)	(I.R.S. Employer Identification No.)

212 West 35^th Street, Second Floor, New York, NY 10001

(Address of principal executive offices and zip code)

(212) 356-9500

(Company’s telephone number, including area code)

(Former name or former address, if changed from last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Forward-Looking Statements

Statements in this Current Report on Form 8-K (including the exhibits), including statements regarding Newtek Business Services Corp.’s (“Newtek” or the “Company”) beliefs, expectations, intentions or strategies for the future, may be forward-looking statements. All forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from the plans, intentions and expectations reflected in or suggested by the forward-looking statements. Such risks and uncertainties include, among others, intensified competition, operating problems and their impact on revenues and profit margins, anticipated future business strategies and financial performance, anticipated future number of customers, business prospects, legislative developments and similar matters. Risk factors, cautionary statements and other conditions which could cause Newtek’s actual results to differ from management’s current expectations are contained in Newtek’s filings with the Securities and Exchange Commission. Newtek undertakes no obligation to update any forward-looking statement to reflect events or circumstances that may arise after the date of this filing.

Item 7.01 Regulation FD Disclosure.

Newtek Business Services Corp. (the “Company”) is scheduled to hold a conference call on October 1, 2015 to discuss the matters set forth in the press release entitled “Newtek Business Services Corp. Declares Special Dividend of $3.29 per Share” (the “Press Release”), a copy of which was furnished as Exhibit 99.1 to a separate Current Report of the Company on Form 8-K filed with the Securities and Exchange Commission on October 1, 2015 and is incorporated by reference herein. In conjunction with the call, the Company has distributed an investor presentation, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The presentation is also available on the Company’s investor relations website at http://investor.newtekbusinessservices.com.

The information contained in this Current Report, including the Press Release and Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Investor Presentation for Conference Call on October 1, 2015.

SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	NEWTEK BUSINESS SERVICES CORP.
Date: October 1, 2015		/s/ Barry Sloane
		Barry Sloane
		Chairman of the Board and Chief Executive Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1	Investor Presentation for Conference Call on October 1, 2015.

EX-99.1

www.thesba.com

Newtek Business Services Corp.

NASDAQ: NEWT

Hosted by:

Barry Sloane, President & CEO

Investor

Relations

Public

Relations

Newtek Investor

Relations

Newtek Public

Relations

Jayne

Cavuoto

Director of Investor Relations

jcavuoto@thesba.com

(212)

273-8179

Simrita Singh

Director of Marketing

ssingh@thesba.com

(212)

356-9566

Special Dividend Conference Call

October 1, 2015 4:15 pm ET

Exhibit 99.1

www.thesba.com

1

Declared Third Quarterly Cash Dividend

October 1, 2015: Newtek’s Board of Directors declared the Company’s third quarterly cash dividend

of $0.50 per share

–

Record Date: October 22, 2015

–

Pay Date: November 3, 2015

Maintain expectation of paying an annual dividend of $1.82 cash per share in 2015, based on current

outstanding share count of 10.3 million shares

Upon payment of this dividend, will have paid $1.36 through three quarters

www.thesba.com

2

Declared Special Dividend of $3.29 per Share

October 1, 2015: Newtek’s Board of Directors declared a one-time special dividend of approximately

$34.0 million, or $3.29 per share (based on 10.3 million shares of the Company’s Common Stock

currently outstanding)

–

Record

Date:

The

special

dividend

will

be

paid

to

shareholders

of

record

as

of

November

18,

2015

–

Payment Date: December 31, 2015

Represents the distribution of the Company’s approximate $34 million of earnings and profits

accumulated through December 31, 2014, prior to its election to be treated as a regulated

investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended

Special dividend to be paid in cash or shares at the election of each shareholder, with cash

distribution limited to 27% of total dividend

100% of the special dividend to be treated as a qualified dividend

Special dividend not expected to impact the Company’s anticipated annual cash dividend of $1.82

per share for 2015, based on 10.3 million shares of Newtek Common Stock outstanding before the

distribution of the stock portion of the special dividend

The exact distribution of cash and stock to any given shareholder will be dependent upon his/her

election as well as the elections of other shareholders, subject to the pro rata limitation described

above

www.thesba.com

3

Shareholder Election

The Company will cause its transfer agent, American Stock Transfer & Trust Company, LLC, to mail a Shareholder

Letter

and

Election

Form

to

Newtek’s

registered

shareholders

(1)

promptly

following

the

November

18,

2015

record

date

The Shareholder Letter and Election Form will provide additional information to shareholders and advise

Shareholders that they may elect to receive the special dividend in either: (i) all cash or (ii) all shares of Newtek

common stock

–

Cash distribution is limited to approximately 27% of the total special dividend to be paid to shareholders

–

If the amount of cash to be distributed to all shareholders electing to receive the special dividend in cash exceeds 27% of the

total special dividend, each of those shareholders electing to receive cash will receive a pro rata portion of the total cash to be

distributed based on the respective number of shares owned

–

Remainder of dividend (approximately 73%) to be paid in shares of Newtek Common Stock

–

Registered

shareholders

who

do

not

make

an

election

by

returning

the

completed

Election

Form

to

the

Transfer

Agent

by

the

deadline specified in the Election Form will be deemed to have elected to receive 100% of their dividend in cash.

–

Shareholders

who

hold

their

shares

through

a

bank,

broker

or

nominee

will

not

receive

an

Election

Form

from

the

Transfer

Agent

and

should

contact

their

bank,

broker

or

nominee

for

instructions

on

how

to

make

an

election

–

The number of shares of common stock to be issued to shareholders receiving all or a portion of the dividend in shares of

common

stock

will

be

based

on

the

volume

weighted

average

price

per

share

of

Newtek

Common

Stock

on

the

Nasdaq

Global

Market on December 11, 14 and 15, 2015

Participants in the Company's dividend reinvestment plan (”DRIP”) will also receive an Election Form

–

The

investment

feature

of

the DRIP

will

be

suspended for

the special dividend and will be reinstated after the special

dividend has been paid

(1)

Registered shareholders are those shareholders who own their stock directly and not through a bank, broker or nominee.  Shareholders who hold through a bank, broker, or nominee should contact their

bank, broker or nominee for instructions on how to make an election