Additional Proxy Soliciting Materials (definitive) (defa14a)
June 10 2015 - 4:03PM
Edgar (US Regulatory)
SCHEDULE 14A
(RULE 14a-101)
Information Required in Proxy Statement
Schedule 14A Information
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant |
x |
Filed by a Party other than the Registrant |
o |
Check the appropriate box:
| o | Preliminary
Proxy Statement |
| o | Confidential,
for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ¨ | Definitive
Proxy Statement |
| x | Definitive
Additional Materials |
| o | Soliciting
Material Pursuant to Rule 14a-11(c) or Rule 14a-12 |
Alcentra Capital Corporation
(Name of Registrant as Specified
in Its Charter)
Name of Person(s) Filing Proxy Statement
if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| o | Fee
computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
| (1) | Title of each class of securities to which transaction
applies: |
| (2) | Aggregate number of securities to which transaction
applies: |
| | |
| (3) | Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): |
| | |
| (4) | Proposed maximum aggregate value of transaction: |
| | |
| o | Fee
paid previously with preliminary materials. |
| o | Check
box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of
its filing. |
| (1) | Amount previously Paid: |
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| (2) | Form, schedule or registration statement No.: |
| | |
June 10, 2015 – Alcentra Capital Corporation (the “Company”)
(NASDAQ: ABDC) will reconvene its 2015 Annual Meeting of Stockholders (the “Annual Meeting”) on June 15, 2015 at 3:30
p.m. (Eastern Time) at the offices of Sutherland Asbill & Brennan, LLP, 1114 Avenue of the Americas, New York, NY 10036.
At the reconvened Annual Meeting, stockholders will vote on
the proposal to authorize the Company, with the approve of the Board of Directors, to sell or otherwise issue up to 20% of the
Company’s outstanding common stock at an offering price that is below the Company’s then current net asset value per
share. This proposal is the second proposal described in detail in the Company’s definitive proxy statement for the Annual
Meeting as filed with the Securities and Exchange Commission on April 10, 2015 (the “Proxy Statement”).
Stockholders of record at the close of business on March 27,
2015 are entitled to notice of, and to vote at the Annual Meeting and any adjournment or postponement of the meeting. As of March
27, 2015, the record date, 13,516,766 shares of common stock were entitled to vote at the Annual Meeting. Stockholders who have
already voted on the second proposal found in the Proxy Statement need not submit another vote unless they wish to change their
votes. Stockholders who have not voted or wish to change their vote on the second proposal found in the Proxy Statement are encouraged
to do so promptly. You may vote by signing your proxy card and returning it promptly in the self-addressed envelope provided with
your proxy card. You may also vote your proxy electronically by telephone or over the Internet by following the instructions included
with your proxy card. The Proxy Statement and the Company’s annual report on Form 10-K for the year ended December
31, 2014 are available on the Internet at www.edocumentview.com/ABDC.
On May 12, 2015, prior to the adjournment of the Annual Meeting,
T. Ulrich Brechbühl was elected to the Company’s Board of Directors to serve for a term of three years or until his
successor is duly elected and qualified; the Company’s stockholders approved a proposal to authorize the Company to issue
warrants, options or rights to subscribe to, convert to, or purchase the Company’s common stock in one or more offerings;
and the Company’s stockholders voted to approve the adjournment of the Annual Meeting, if necessary or appropriate, to solicit
additional proxies.
About Alcentra Capital Corporation
Alcentra (www.alcentracapital.com) is an externally-managed,
closed-end, non-diversified management investment company that has elected to be regulated as a business development company under
the Investment Company Act of 1940. Alcentra's investment objective is to generate both current income and capital appreciation
primarily by making direct investments in lower middle-market companies in the form of subordinated debt and, to a lesser extent,
senior debt and minority equity investments. Alcentra's investment activities are managed by its investment adviser, Alcentra NY,
LLC.
About Alcentra NY, LLC
Alcentra NY, LLC, our investment adviser, is part of BNY Alcentra
Group Holdings, Inc. (“Alcentra Group”), one of the world's leading sub-investment grade credit asset managers focusing
on the U.S. and European markets. Alcentra Group has an investment track record that spans across 75 separate investment vehicles
and accounts totaling approximately $23 billion (including accounts managed by Alcentra NY, LLC, Alcentra Ltd, and assets managed
by Alcentra Group personnel for affiliates under dual officer arrangements).
FORWARD-LOOKING STATEMENTS
Statements included herein may contain “forward-looking
statements,” which relate to future performance or financial condition. Statements other than statements of historical facts
included in this press release may constitute forward-looking statements and are not guarantees of future performance or results
and involve a number of assumptions, risks and uncertainties, which change over time. Actual results may differ materially from
those anticipated in any forward-looking statements as a result of a number of factors, including those described from time to
time in filings by the Company with the Securities and Exchange Commission. Alcentra undertakes no duty to update any forward-looking
statement made herein except as required by law. All forward-looking statements speak only as of the date of this press release.
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