UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
Filed by the Registrant þ
Filed by a Party other than the Registrant o
Check the appropriate box:
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Preliminary Proxy Statement |
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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Definitive Proxy Statement |
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Definitive Additional Materials |
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Soliciting Material Pursuant to §240.14a-12 |
Gladstone 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):
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No fee required. |
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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Title of each class of securities to which transaction applies: |
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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
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Proposed maximum aggregate value of transaction: |
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Fee paid previously with preliminary materials. |
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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. |
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Amount Previously Paid: |
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Form, Schedule or Registration Statement No.: |
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Date Filed: |
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On Monday, January 31, 2011, Gladstone Capital Corporation (the Company) mailed a
letter to certain shareholders of record as of December 6, 2010 (Record Date
Shareholders) in connection with its 2011 Annual Meeting of Shareholders, urging
Record Date Shareholders to cast their votes on the proposals described in the
Companys Definitive Proxy Statement, which was filed on December 10, 2010. The text
of the letter is set forth below.
January 31, 2011
Dear Fellow Shareholder:
We are writing to remind you that the Annual Meeting of Shareholders of Gladstone
Capital Corporation (the Company) is scheduled for Thursday, February 17, 2011 at
11:00 a.m., local time, at the Hilton McLean Tysons Corner, 7920 Jones Branch Drive,
McLean, Virginia 22102.
Our records indicate that as of Monday, December 6, 2010 (the ''Record Date for the
Meeting), you held shares of Gladstone Capital Corporation and, therefore, you are
entitled to vote on the matters set forth on the proxy card. Our records indicate that
we have not yet received your vote.
REMEMBER: Your vote is important, no matter how large or small your holdings may be.
Please take a moment to vote your shares.
Voting promptly will help reduce solicitation costs and will eliminate your receiving
follow-up phone calls or mailings. Your vote can be cast quickly and easily by
signing, dating and mailing in the proxy card accompanying your Proxy Statement; by
calling 1-800-690-6903 to vote over the telephone, toll free, using the proxy control
number printed on your proxy card; or by voting on the Internet at www.proxyvote.com
using the proxy control number printed on your proxy card. Please note that voting by
phone or Internet will require that you have your proxy control number available. This
number is printed on the proxy card accompanying the Proxy Statement. Stockholders
with questions on how to vote are strongly encouraged to contact the Companys proxy
solicitor, Georgeson Inc., (Georgeson) at 1-800-790-6795, or the Company at
1-866-366-5745.
Stockholders also may vote by attending the Annual Meeting in person on Thursday,
February 17, 2011 at 11:00 a.m. at the Hilton McLean Tysons Comer in McLean, VA. If
you are unable to attend, please vote your shares of stock using one of the methods
described above.
In particular, the Board of Directors encourages you to vote your shares in favor of
all of the proposals described in the proxy statement and set forth on the proxy card.
An informational call was held on January 12, 2011 regarding these proposals. If you
were unable to listen to the call, you can access the replay by calling (877) 344-7529
and using conference number 446165. The webcast replay of the conference call will be
available online through Thursday, February 17, 2010 at www.GladstoneCapital.com.
If we have not received your proxy as the date of the Annual Meeting approaches, you
may receive a call asking you to exercise your right to vote. Georgeson has been
retained by the Company to make follow-up phone calls to help secure the remaining
votes needed for the Meeting.
Thank you in advance for your participation and your consideration in this extremely
important matter.
Sincerely,
David Gladstone
Chairman and Chief Executive Officer
Important Information
On December 10, 2010, Gladstone Capital Corporation filed a definitive proxy statement with the
Securities and Exchange Commission (SEC) in connection with Gladstone Capitals 2011 Annual
Meeting of Stockholders. Stockholders are strongly advised to read the definitive proxy statement
carefully before making any voting or investment decision because the definitive proxy statement
contains important information. Gladstone Capitals proxy statement and any other materials filed