ARES CAPITAL CORP - 8-K Summary (June 10, 2019)
Business Context and Reporting Period
This Form 8-K reports on events occurring on June 10, 2019, regarding Ares Capital Corporation (ARCC), a business development company incorporated in Maryland. The filing details the results of the Annual Meeting of Stockholders held in Atlanta, Georgia, and the status of a Special Meeting of Stockholders.
Key Financial Metrics
The filing text does not provide specific financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on corporate governance and voting outcomes.
Material Changes and Voting Results
Annual Meeting Outcomes:
- Proposal 1 (Election of Class III Directors): All three nominees were elected.
- R. Kipp deVeer: 195,278,792 votes FOR; 3,078,721 AGAINST; 3,813,285 ABSTAIN.
- Daniel G. Kelly, Jr.: 143,526,104 votes FOR; 54,838,154 AGAINST; 3,806,540 ABSTAIN.
- Eric B. Siegel: 141,210,218 votes FOR; 57,160,746 AGAINST; 3,799,834 ABSTAIN.
- Proposal 2 (Ratification of Auditors): The selection of KPMG LLP as the independent registered public accounting firm for the year ending December 31, 2019, was approved with 361,731,438 votes FOR, 5,407,459 AGAINST, and 6,102,678 ABSTAIN.
Special Meeting Status:
- The Special Meeting, intended to authorize the issuance of common stock below net asset value (NAV), was adjourned due to a lack of quorum.
- New Date: July 8, 2019.
- Location: Kirkland & Ellis LLP, New York, NY.
- Time: 3:00 p.m. Eastern Time.
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, or outlook. The primary contingency noted is the inability to vote on the stock issuance proposal until a quorum is achieved at the rescheduled Special Meeting.
Key Facts for Investor Verification
- Verify the outcome of the Special Meeting scheduled for July 8, 2019, regarding the authorization to issue shares below NAV.
- Note the significant number of "Against" votes for directors Daniel G. Kelly, Jr. and Eric B. Siegel (approximately 38% and 40% of non-broker votes, respectively).
- Confirm the total outstanding shares eligible to vote were 426,298,200 as of the April 8, 2019 record date.