Gladstone Capital Corporation (GLAD) Earnings Call Transcript & Summary

February 6, 2020

NASDAQ US Financials Capital Markets shareholder_meeting 5 min

Earnings Call Speaker Segments

Operator

operator
#1

Good morning and welcome to the Gladstone Capital Corporation Annual Meeting of Stockholders. I would now like to turn the conference over to Michael LiCalsi. Mr. LiCalsi, please go ahead.

Michael LiCalsi

executive
#2

Good morning, everyone. Welcome to the 2020 Annual Stockholders Meeting of Gladstone Capital Corporation. My name is Michael LiCalsi. I'm General Counsel of the company. With us, we have some of our employees here, including Nicole Schaltenbrand, who's Chief Financial Officer and Treasurer of the company. It is now 11:01 a.m. and the meeting will now come to order officially. We'll proceed with the business of the meeting as set forth in the Notice of Annual Meeting and proxy statement. We have appointed Erich Hellmold to be acting secretary of the meeting. Will the Secretary please report on the mailing of the Notice of the Annual Meeting to the -- and the stockholders list?

Erich Hellmold

executive
#3

I have here a complete list of the stockholders of record of the company's common stock on December 2, 2019, the record date for this meeting. I also have an affidavit certifying that on December 16, 2019, a notice of the Annual Meeting of Stockholders of the company was first mailed to all stockholders of record as of the close of business on December 2, 2019.

Michael LiCalsi

executive
#4

Thanks, Erich. Myself and Nicole Schaltenbrand, the CFO and Treasurer of the company, have been appointed as the inspectors of election at this meeting. Broadridge Financial Solutions tabulated the votes and the inspectors and their staffs have been in contact with the representatives from Broadridge in connection with the vote tally. Both myself and Nicole have also taken and subscribed the customary oath of office to impartially execute duties as inspectors of election. We'll file these oaths with the records of the meeting. And the inspectors' function is to decide upon the qualifications of voters, accept their votes and at the end of balloting, to tally the final votes. Will the Secretary please report at this time with respect to the existence of a quorum?

Erich Hellmold

executive
#5

Proxies have been received for 80.61% of the 30,490,961 shares of common stock outstanding on the record date. A total of 24,579,085 shares are present in person or by proxy, which constitutes a quorum for the meeting today. And we may now carry out the official business of the meeting. If there are any additional proxies to be submitted, please vote your shares through the portal at this time.

Michael LiCalsi

executive
#6

Thanks, Erich. We'll now proceed with the business of this meeting. There are 2 proposals to be considered by the stockholders: proposal 1, for our common stockholders to elect incumbent Directors, Michela A. English and Anthony W. Parker, each to serve an additional term to expire at the 2023 Annual Meeting of Stockholders and until his or her successor is elected and qualified; and proposal #2, to ratify our Audit Committee's selection of PwC, PricewaterhouseCoopers, as our independent registered public accounting firm for our fiscal year ending September 30, 2020. The time is now 11:03 a.m. on February 6, 2020, and the polls have been opened for voting by computer for some time now and are still open. And the polls will be closed for voting after we go through these matters. Once again, proposal 1, the first item of business, is the election of Michela A. English and Anthony W. Parker, each to serve as a director until the 2023 Annual Meeting and until his or her, as applicable, successor is elected and duly qualified. Is there any discussion? The second item of business is to ratify the Audit Committee selection of PwC as our independent registered public accounting firm for fiscal year ending September 30, 2020. Is there any discussion on that matter? That was the final proposal for today's meeting. Voting is by proxy and written ballot. You do not need to vote through the portal for the meeting today if you already voted. And each share of common stock is entitled to 1 vote for each matter on which they're entitled to vote. The time is now 11:05 a.m. The polls are now officially closed for voting. Will the secretary who has finished counting the votes announce the results of the voting, please?

Erich Hellmold

executive
#7

The report of the inspectors of this election, covering the proposals presented at this meeting is as follows: the proposal to elect Michela English and Anthony Parker, each as a Director of the company to serve a term that will expire at the 2023 annual meeting is carried. The proposal to ratify our Audit Committee's selection of PWC as our independent registered public accounting firm for the fiscal year ending September 30, 2020, is carried. The full tally of the votes will be filed with the SEC on Form 8-K within the next 4 business days.

Michael LiCalsi

executive
#8

That is the end of the business of the agenda of the stockholders' meeting today. We want to thank all shareholders for joining our annual stockholders' virtual meeting. The meeting is adjourned, and it is officially 11:06 a.m.

Operator

operator
#9

This conference has now concluded. Thank you for attending today's presentation. You may now disconnect.

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