Form 8-K Main Street Capital CORP For: Oct 18

 

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): October 18, 2017

 

Main Street Capital Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Registrant’s telephone number, including area code: (713) 350-6000

 

Not Applicable

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:

 

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

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

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

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

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  o

 

 

 

Item 8.01                                           Other Events.

 

On October 18, 2017, the Registrant issued a press release. A copy of such press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The information disclosed herein, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.

 

Item 9.01                                           Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1                                    Press release dated October 18, 2017

 

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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.

 

	Main Street Capital Corporation
Date: October 18, 2017	By:		/s/ Jason B. Beauvais
		Name:	Jason B. Beauvais
		Title:	General Counsel

 

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Exhibit 99.1

 

	NEWS RELEASE
	Contacts: Main Street Capital Corporation Dwayne L. Hyzak, President & COO, [email protected] Brent D. Smith, CFO, [email protected] 713-350-6000   Dennard · Lascar Associates Ken Dennard | [email protected] Mark Roberson | [email protected] 713-529-6600

 

Main Street Announces Semi-Annual Supplemental Cash Dividend

Payable in December 2017

 

Supplemental Cash Dividend of $0.275 per Share is in Addition to

Regular Monthly Cash Dividends for the Fourth Quarter of 2017

 

HOUSTON, October 18, 2017 — Main Street Capital Corporation (NYSE: MAIN) (“Main Street”) is pleased to announce that its Board of Directors declared its semi-annual supplemental cash dividend of $0.275 per share payable in December 2017.  This supplemental cash dividend is in addition to the previously announced regular monthly cash dividends that Main Street declared for the fourth quarter of 2017 of $0.57 per share, or $0.19 per share for each of October, November and December 2017, and is consistent with the previous semi-annual supplemental cash dividends paid in December 2016 and June 2017.  Including the regular monthly and supplemental cash dividends declared to date, Main Street will have paid $21.39 per share in cumulative cash dividends since its October 2007 initial public offering at $15.00 per share.  Based upon the regular monthly dividend rate of $0.19 per share for the fourth quarter of 2017 and the current semi-annual supplemental dividend rate of $0.275 per share, Main Street’s current annualized run-rate for cash dividends is $2.83 per share.  Main Street also expects that its Board of Directors will declare regular monthly dividends for the first quarter of 2018 during the last week of October.

 

This supplemental cash dividend, which will be payable as set forth in the table below, will be paid out of Main Street’s undistributed taxable income (taxable income in excess of dividends paid) as of September 30, 2017.

 

 

Supplemental Cash Dividend Payable in December 2017

 

Declared		Ex-Dividend Date		Record Date		Payment Date		Amount Per Share
10/17/2017		12/18/2017		12/19/2017		12/27/2017		$	0.275

 

When declaring dividends, the Main Street Board of Directors reviews estimates of taxable income available for distribution, which differs from consolidated net income under generally accepted accounting principles due to (i) changes in unrealized appreciation and depreciation, (ii) temporary and permanent differences in income and expense recognition, (iii) activity at taxable subsidiaries, and (iv) the amount of undistributed taxable income carried over from a given year for distribution in the following year. The final determination of taxable income for each year, as well as the tax attributes for dividends in such year, will be made after the close of the tax year.  The final tax attributes for 2017 dividends are currently expected to include ordinary taxable income, capital gains and qualified dividends.

 

Main Street maintains a dividend reinvestment plan (“DRIP”) that provides for the reinvestment of dividends on behalf of its registered stockholders who hold their shares with Main Street’s transfer agent and registrar, American Stock Transfer and Trust Company, or certain brokerage firms that have elected to participate in the DRIP. Under the DRIP, if Main Street declares a dividend, registered stockholders (and stockholders holding shares through participating brokerage firms) who have not “opted out” of the DRIP by the dividend record date will have their dividend automatically reinvested into additional shares of Main Street common stock.

 

ABOUT MAIN STREET CAPITAL CORPORATION

 

Main Street (www.mainstcapital.com) is a principal investment firm that primarily provides long-term debt and equity capital to lower middle market companies and debt capital to middle market companies. Main Street’s portfolio investments are typically made to support management buyouts, recapitalizations, growth financings, refinancings and acquisitions of companies that operate in diverse industry sectors.  Main Street seeks to partner with entrepreneurs, business owners and management teams and generally provides “one stop” financing alternatives within its lower middle market portfolio.  Main Street’s lower middle market companies generally have annual revenues between $10 million and $150 million. Main

 

 

Street’s middle market debt investments are made in businesses that are generally larger in size than its lower middle market portfolio companies.

 

Main Street’s common stock trades on the New York Stock Exchange (“NYSE”) under the symbol “MAIN.”  In addition, Main Street has outstanding 6.125% Notes due 2023, which trade on the NYSE under the symbol “MSCA.”

 

FORWARD-LOOKING STATEMENTS

 

This press release may contain certain forward-looking statements, including but not limited to the amount of undistributed taxable income, the declaration and payment of regular and supplemental dividends in the future and the potential tax attributes for 2017 dividends. Any such statements other than statements of historical fact are likely to be affected by other unknowable future events and conditions, including elements of the future that are or are not under Main Street’s control, and that Main Street may or may not have considered; accordingly, such statements cannot be guarantees or assurances of any aspect of future performance. Actual performance and results could vary materially from these estimates and projections of the future. Such statements speak only as of the time when made and are based on information available to Main Street as of the date hereof and are qualified in their entirety by this cautionary statement.  Main Street assumes no obligation to revise or update any such statement now or in the future.

 

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