0001391609-13-000210.txt : 20130401 0001391609-13-000210.hdr.sgml : 20130401 20130401112655 ACCESSION NUMBER: 0001391609-13-000210 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20130327 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130401 DATE AS OF CHANGE: 20130401 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EQUUS TOTAL RETURN, INC. CENTRAL INDEX KEY: 0000878932 IRS NUMBER: 760345915 STATE OF INCORPORATION: DE FISCAL YEAR END: 0604 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 814-00098 FILM NUMBER: 13729481 BUSINESS ADDRESS: STREET 1: EIGHT GREENWAY PLAZA STREET 2: SUITE 930 CITY: HOUSTON STATE: TX ZIP: 77046 BUSINESS PHONE: 7135290900 MAIL ADDRESS: STREET 1: EIGHT GREENWAY PLAZA STREET 2: SUITE 930 CITY: HOUSTON STATE: TX ZIP: 77046 FORMER COMPANY: FORMER CONFORMED NAME: EQUUS II INC DATE OF NAME CHANGE: 19970422 8-K 1 f8k_equus.htm EQUUS TOTAL RETURN, INC.

 

___________________________________________

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

 

Date of Report (Date of earliest event reported): March 27, 2013

 

 

EQUUS TOTAL RETURN, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware    814-00098 76-0345915
(State or Other Jurisdiction (Commission File (IRS Employer
Of Incorporation) Number) Identification No.)

 

 

Eight Greenway Plaza, Suite 930 Houston, Texas

 

 

77046

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (713) 529-0900

 

N/A

(Former Name or Former Address, if Changed Since 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:

 

[ ] 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))

 

 

 
 

 

 

Item 8.01 Other Events.

 

On March 27, 2013, Equus Total Return, Inc. issued a press release announcing its net asset value for the quarter ended December 31, 2012. The text of the press release is included as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

 

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1 Press release issued on March 27, 2013.

 
 

 

SIGNATURES

 

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

 

 

  Equus Total Return, Inc.
   
Date: April 1, 2013 By:  /s/ Kenneth I. Denos
    Name: Kenneth I. Denos
Title: Secretary

EX-99.1 2 ex99_1pressrelease.htm PRESS RELEASE

Exhibit 99.1

 

 

 

Contact:

 

Patricia Baronowski
Pristine Advisers, LLC
(631) 756-2486



EQUUS ANNOUNCES 2012 YEAR-END NET ASSET VALUE

 

HOUSTON, TX – March 27, 2013 – Equus Total Return, Inc. (NYSE: EQS) (the “Fund” or “Equus”) reports net assets as of December 31, 2012, of $32.9 million, an increase of approximately $1.2 million since September 30, 2012. Net assets per share increased to $3.11 as of December 31, 2012 from $3.00 as of September 30, 2012. Cash and cash equivalents totaled $23.7 million as of December 31, 2012, a decrease of $2.6 million since September 30, 2012. Comparative data is summarized below (in thousands, except per share amounts):

 

As of the Quarter Ended 12/31/2012 9/30/2012

6/30/2012

 

3/31/2012      12/31/2011
Net assets $32,875 $31,664 $33,418 $37,651 $38,148
Shares outstanding 10,562 10,562 10,562 10,562 10,562
Net assets per share $3.11 $3.00 $3.16 $3.56 $3.61
Cash and cash equivalents $23,687 $26,246 $27,039 $16,296 $16,813
Cash per share $2.24 $2.48 $2.56 $1.54

$1.59

 

 

Equus also reported a decrease in total Fund expenses of approximately $0.9 million, or 22%, for the year ended December 31, 2012 as compared to the year ended December 31, 2011.

 

Significant events during 2012 included the following:

 

·Sale of Interest in ConGlobal Industries Holding, Inc. (“ConGlobal”). On May 30, 2012, the Fund announced that in exchange for approximately $5.3 million in cash, it had sold to ConGlobal the Fund’s 34.2% equity interest in ConGlobal, together with the Fund’s promissory note issued by ConGlobal and all interest as accrued. ConGlobal had advised Equus that it would be difficult to repay the Equus loan, due in December 2012, in the principal amount of $6.0 million plus accrued interest of approximately $1.9 million. In addition, the Equus note was subordinate to the position of ConGlobal’s senior lender and thus, ConGlobal was not required to pay the Fund until the senior lender had been fully paid. The Fund had held this investment for over 15 years. As a result of these factors, Equus sought to monetize this position and did not wish to grant further extensions to the maturity of the note as it had done in the past. The Fund worked with ConGlobal to achieve a compromise which resulted in the closing of the transaction.
 
 

 

 

·Sale of Interest in Sovereign Business Forms, Inc. (“Sovereign”). On June 21, 2012, the Fund announced that it had sold the Fund’s 55% fully-diluted equity interest in Sovereign, together with the Fund’s promissory note issued by Sovereign and all interest as accrued in exchange for approximately $6.4 million in cash. Having held its interest in Sovereign for approximately 16 years, Equus wanted to monetize its investment. As a result, Sovereign’s Management, with the cooperation of the Fund, refinanced operations to obtain the capital to buy out the position held by Equus.

 

·Sale of Orco Property Group S. A. ("OPG") Shares. OPG is a commercial and multi-family residential real estate holding company based in Paris. In April 2011 the Fund made its initial investment in certain 4% bonds due May 2012 (“Bonds”) of Orco Germany S.A., a controlled subsidiary of OPG. The consideration for the Bonds consisted solely of 1,700,000 shares of the Fund’s common stock. During 2012, the Bonds were converted into 1,573,666 ordinary shares of OPG and 6-year notes of OPG (“OPG notes”) in the principal amount of €1.2 million. The OPG notes, due February 2018, bear interest of 5% cash and 5% PIK per annum, which interest percentages may be reduced over time upon timely repayments of principal tranches during a four-year period commencing in 2015.

 

On October 15, 2012, the Fund announced that it had sold 1,500,000 of its OPG shares and received net cash proceeds of €3.8 million, or $4.9 million, based on the settlement date's EUR-USD intra-day exchange rate of 1.293. This cash is in addition to the $1.6 million of cash the Fund received in June 2011 (as a result of the non-delivery of 2,518 of the Bonds). To date, the Fund has received a total of approximately $6.5 million in cash as a result of this transaction ($4.9 million from the OPG share sale in October 2012, $1.6 million in June 2011 and a $40,778 interest and partial repayment on March 1, 2013). Following the OPG share sale, the Fund still holds 73,666 OPG shares and the OPG notes in the principal amount of €1.2 million described above.

 

·Acquisition of Oil & Gas Assets. On December 27, 2012, the Fund invested $6.8 million to purchase the working interests in 150 producing and non-producing oil and gas wells, including associated development rights of approximately 23,000 acres situated on 15 separate properties in Texas and Oklahoma The wells are operated by a number of experienced operators, including a major multi-national oil and gas conglomerate which has operating responsibility for approximately half of the producing well interests.

 

A substantial component of the assets includes working interests in 40 producing wells, as well as certain development rights, in the Conger Field, a promising and well-known producing field in the Permian Basin in West Texas. The working interests range from a de minimus amount to 50% of the leasehold production of these wells. Also included in the purchased assets and total acreage described above are working interests of 2.5% and 7.5% in the Burnell and North Pettus Units, respectively, which collectively comprise approximately 13,000 acres in the area known as the “Eagle Ford Shale Play.”

 

The assets were purchased from Warren American Oil Company, LLC, a Tulsa-based oil & gas firm. The investment was made through Equus Energy, LLC ("Equus Energy") a wholly-owned subsidiary of the Fund. Equus Energy is intended to be used as a platform for additional energy-related investments, with particular emphasis on oil and gas properties.

 

 
 

 

 

Significant events subsequent to the end of 2012 included the following:

 

·Interest Payment and Partial Principal Repayment on OPG Notes. On March 1, 2013 the Fund received a semi-annual interest payment of €24,180 ($31,724) and a partial principal repayment of €6,901 ($9,054) in respect of €1.2 million ($1.6 million) notes of OPG that the Fund received in October 2012.

 

About Equus

The Fund is a business development company that trades as a closed-end fund on the New York Stock Exchange, under the symbol "EQS". Additional information on the Fund may be obtained from the Fund’s website at www.equuscap.com.

This press release may contain certain forward-looking statements regarding future circumstances. These forward-looking statements are based upon the Fund’s current expectations and assumptions and are subject to various risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward-looking statements including, in particular, the risks and uncertainties described in the Fund’s filings with the SEC. Actual results, events, and performance may differ. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as to the date hereof. Except as required by law, the Fund undertakes no obligation to release publicly any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. The inclusion of any statement in this release does not constitute an admission by the Fund or any other person that the events or circumstances described in such statements are material.

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