Notification of Withdrawal of Election to Be Subject to Sections 55 Through 65 of the Investment Company Act of 1940 Pursuant to Section 54[c] of the Act (n-54c)
January 06 2023 - 09:16AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM N-54C
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NOTIFICATION OF WITHDRAWAL OF ELECTION TO BE SUBJECT TO SECTIONS 55
THROUGH 65 OF THE INVESTMENT COMPANY ACT OF 1940 FILED PURSUANT TO
SECTION 54(c) OF THE INVESTMENT COMPANY ACT OF 1940
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The undersigned business development company hereby notifies the
Securities and Exchange Commission that it withdraws its election
to be subject to sections 55 through 65 of the Investment Company
Act of 1940 (the “Act”), pursuant to the provisions of section
54(c) of the Act, and in connection with such notice of withdrawal
of election submits the following information:
NEWTEK BUSINESS SERVICES CORP.
(Name of Company)
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NEWTEK BUSINESS SERVICES CORP.
4800 T Rex Avenue, Suite 120, Boca Raton, Florida
33431
(Address of Principal Business Office)
(212) 356-9500
Telephone number (including area code)
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814-01035
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File Number under the Securities Exchange Act of 1934 |
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In addition to completing the cover page, a company withdrawing its
election under section 54(a) of the Act must state one of the
following bases for filing the notification of
withdrawal:
☐
A. The company has never made a public offering of its securities;
does not have more than 100 security holders for purposes of
section 3(c)(1) of the Act and the rules thereunder; and does not
propose to make a public offering.
☐
B. The company (1) has distributed substantially all of its assets
to its security holders and has effected, or is in the process of
effecting, a winding-up of its affairs, and (2) is not liquidating
as part of a merger.
☐
C. The company has (1) sold substantially all of its assets to
another company; or (2) merged into or consolidated with another
company. Give the name of the other company and state whether the
other company is a registered investment company, a company
excluded from the definition of an investment company by section
3(c)(1) of the Act, a business development company, or none of the
above.
☒
D. The company has changed the nature of its business so as to
cease to be a business development company, and such change was
authorized by the vote of a majority of its outstanding voting
securities or partnership interests. Describe the company’s new
business. Give the date of the shareholders’ or partners’ meeting
and the number of votes in favor of and opposed to the
change.
☐
E. The company has filed a notice of registration under section 8
of the Act. State the filing date of the company’s notice of
registration (Form N-8A) under the Act.
☐
F. Other. Explain the circumstances surrounding the withdrawal of
election.
Basis for filing the notification of withdrawal:
Newtek Business Services Corp. (“the Company”) has changed the
nature of its business so as to cease to be a business development
company (“BDC”) and will convert to a bank holding company. The
Company intends to conduct its activities in such a way that it
will be excepted from the definition of an “investment company”
provided under the Act.
In a Special Meeting of Shareholders of the Company held on June 1,
2022, a majority of the Company’s outstanding voting securities
approved the proposal authorizing the Company’s Board of Directors
to withdraw the Company’s election to be regulated as a BDC. At the
Special Meeting of Shareholders, 10,967,111 votes were cast in
favor of the proposal, and 1,039,876 votes were cast against the
proposal. There were 322,547 abstentions, and 0 broker
non-votes.
SIGNATURES
Pursuant to the requirements of the Act, the undersigned Company
has caused this notification of withdrawal of election to be
subject to Sections 55 through 65 of the Act to be duly signed on
its behalf in the City of Miami and the State of Florida on the
6th
day of January 2023.
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NEWTEK BUSINESS SERVICES CORP. |
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By: |
/S/ Barry Sloane
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Name: |
Barry Sloane |
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Title: |
Chief Executive Officer and President |
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Attest:
/s/ Michael A. Schwartz
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Name: Michael A. Schwartz
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Title: Chief Legal Officer and Corporate Secretary
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