Current Report Filing (8-k)
May 16 2014 - 6:02AM
Edgar (US Regulatory)
___________________________________________
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):
May 15, 2014
EQUUS TOTAL RETURN, INC.
(Exact Name of Registrant as Specified in its
Charter)
Delaware |
814-00098 |
76-0345915 |
(State or Other Jurisdiction |
(Commission File |
(IRS Employer |
Of Incorporation) |
Number) |
Identification No.) |
Eight Greenway Plaza, Suite 930 Houston,
Texas |
77046 |
(Address of Principal Executive Offices) |
(Zip Code) |
Registrant’s telephone number, including
area code: (713) 529-0900
N/A
(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:
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
On May 15, 2014, Equus Total Return, Inc. issued
a press release announcing its net asset value for the quarter ended March 31, 2014. The text of the press release is included
as Exhibit 99.1 to this Current Report and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press release issued on May 15, 2014 by Equus Total Return, Inc.
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.
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Equus Total Return, Inc. |
Date: May 15, 2014 |
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By: /s/ Kenneth I. Denos |
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Name: Kenneth I. Denos |
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Title: Secretary |
Exhibit 99.1
![](image_001.jpg)
Contact:
Patricia Baronowski
Pristine Advisers, LLC
(631) 756-2486
EQUUS ANNOUNCES FIRST QUARTER NET ASSET VALUE
HOUSTON, TX – May 15, 2014 –
Equus Total Return, Inc. (NYSE: EQS) (the “Fund” or “Equus”) reports net assets as of March
31, 2014, of $32.7 million, a decrease of approximately $0.5 million since December 31, 2013. Net assets per share decreased to
$3.09 as of March 31, 2014 from $3.14 as of December 31, 2013. Comparative data is summarized below (in thousands, except per share
amounts):
As of the Quarter Ended | |
3/31/2014 | |
12/31/2013 | |
9/30/2013 | |
6/30/2013 | |
3/31/2013 |
Net assets | |
$ | 32,679 | | |
$ | 33,217 | | |
$ | 29,373 | | |
$ | 30,167 | | |
$ | 31,416 | |
Shares outstanding | |
| 10,562 | | |
| 10,562 | | |
| 10,562 | | |
| 10,562 | | |
| 10,562 | |
Net assets per share | |
$ | 3.09 | | |
$ | 3.14 | | |
$ | 2.78 | | |
$ | 2.86 | | |
$ | 2.97 | |
The overall decline in net asset value during
the first quarter of 2014 was principally due to operating expenses of the Fund, which was partially offset by the net change in
the fair value of the following:
| · | Spectrum Management, LLC (“Spectrum”).
The Fund made its initial investment in Spectrum in December 1999. Based on a stabilization of operations beginning in the fourth
quarter of 2013, the Fund utilized a market approach in determining fair value, in lieu of an asset approach applying a liquidation
analysis that had been used previously. The Fund also received advice and assistance from a third-party valuation firm to support
its valuation methodology and calculations. The fair value of the Fund’s holdings in Spectrum increased from $2.9 million
at December 31, 2013 to $3.0 million at March 31, 2014. The Fund also increased its accrued interest receivable in connection with
this investment by $0.2 million during the quarter, to a total of $0.3 million. |
Significant events subsequent to the end of
the first quarter of 2014 included the following:
| · | Announcement of Transformational Reorganization
and Share Exchange. On May 15, 2015, Equus announced its intent to effect a transformational reorganization under the Investment
Company Act of 1940. The reorganization also involved the sale by Equus of 2,112,000 shares of its common stock to MVC Capital,
Inc. (NYSE: MVC) (“MVC”) in exchange for the Fund receiving 395,839 shares of MVC. The number of MVC shares that were
received by Equus is subject to adjustment following MVC's release of its Form 10-Q, which will include its published net asset
value per share for the quarter ended |
April 30, 2014. Under the terms of
the reorganization, Equus intends to pursue a merger or consolidation with MVC, or a subsidiary of MVC, or one or more of MVC’s
portfolio companies (the “Consolidation”). Absent Equus merging or consolidating with/into MVC, the current intention
is for Equus to (i) consummate the Consolidation, (ii) terminate its election to be classified as a business development company
under the 1940 Act, and (iii) be restructured as a publicly-traded operating company focused on the energy and/or financial services
sector. If, as a result of the Consolidation, Equus is transformed into an operating company, Equus intends to ensure that it satisfies
the continued listing criteria for operating companies pursuant to applicable rules of the New York Stock Exchange.
About Equus
The Fund is a business development company
that trades as a closed-end fund on the New York Stock Exchange, under the symbol "EQS". Additional information on the
Fund may be obtained from the Fund’s website at www.equuscap.com.
This
press release may contain certain forward-looking statements regarding future circumstances. These forward-looking statements are
based upon the Fund’s current expectations and assumptions and are subject to various risks and uncertainties that could
cause actual results to differ materially from those contemplated in such forward-looking statements including, in particular,
the performance of the Fund, including our ability to achieve our expected
financial and business objectives, our ability to execute our reorganization and complete the transactions contemplated thereby,
the performance of our new investment in MVC and the other risks and uncertainties described in the Fund’s filings with the
SEC. Actual results, events, and performance may differ. Readers are cautioned not to place undue reliance on these forward-looking
statements, which speak only as to the date hereof. Except as required by law, the Fund undertakes no obligation to release publicly
any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or
to reflect the occurrence of unanticipated events. The inclusion of any statement in this release does not constitute an admission
by the Fund or any other person that the events or circumstances described in such statements are material.
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