ARES CAPITAL CORP - Form 8-K Summary
Business Context and Reporting Period
This Form 8-K reports the results of the Annual Meeting of Stockholders held by ARES CAPITAL CORP on June 4, 2012, at The Waldorf Astoria in New York, New York. The report covers voting outcomes for three specific proposals presented to shareholders.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This document focuses exclusively on corporate governance voting results.
Material Changes and Voting Results
On the record date of April 13, 2012, there were 221,874,996 shares of common stock outstanding entitled to vote. All three proposals presented at the meeting were approved by the stockholders.
- Proposal 1: Election of Directors
- Gregory W. Penske: 123,056,850 FOR; 6,002,686 WITHHELD; 59,987,941 BROKER NON-VOTES.
- Robert L. Rosen: 112,524,737 FOR; 16,534,799 WITHHELD; 59,987,941 BROKER NON-VOTES.
- Bennett Rosenthal: 117,846,334 FOR; 11,213,202 WITHHELD; 59,987,941 BROKER NON-VOTES.
- Proposal 2: Ratification of Independent Auditor
- KPMG LLP was ratified as the independent registered public accounting firm for the year ending December 31, 2012.
- Votes: 185,079,256 FOR; 3,400,244 AGAINST; 567,977 ABSTAIN.
- Proposal 3: Authorization to Issue Shares Below Net Asset Value
- Shareholders authorized the Company to issue shares below net asset value, subject to board approval and a limit of 25% of then-outstanding common stock.
- Votes: 118,854,702 FOR; 9,205,163 AGAINST; 999,671 ABSTAIN; 59,987,941 BROKER NON-VOTES.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Key Facts for Investor Verification
- Verify the total number of shares outstanding (221,874,996) against the company's most recent 10-Q or 10-K.
- Confirm the appointment of KPMG LLP as the independent auditor for the fiscal year ending December 31, 2012.
- Note the significant number of broker non-votes (59,987,941) on the director election and share issuance proposals, indicating shares held in street name where brokers lacked discretionary voting power.
- Review the specific limitations attached to the authorization to issue shares below net asset value (25% cap).