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8-K - FORM 8-K - Newtek Business Services Corp. | d33596d8k.htm |
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Newtek Business Services Corp.
NASDAQ: NEWT
Hosted by: Barry Sloane, President & CEO Investor Relations Public Relations Newtek Investor Relations Newtek Public Relations Jayne Cavuoto Director of Investor Relations jcavuoto@thesba.com (212) 273-8179 Simrita Singh Director of Marketing ssingh@thesba.com (212) 356-9566 Special Dividend Conference Call October 1, 2015 4:15 pm ET Exhibit 99.1 |
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1 Declared Third Quarterly Cash Dividend October 1, 2015: Newteks Board of Directors declared the Companys third quarterly cash dividend
of $0.50 per share
Record Date: October 22, 2015
Pay Date: November 3, 2015
Maintain expectation of paying an annual dividend of $1.82 cash per share in
2015, based on current outstanding share count of 10.3 million
shares Upon payment of this dividend, will have paid $1.36 through
three quarters |
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2 Declared Special Dividend of $3.29 per Share October 1, 2015: Newteks Board of Directors declared a one-time special dividend of approximately
$34.0 million, or $3.29 per share (based on 10.3 million shares of the
Companys Common Stock currently outstanding)
Record Date: The special dividend will be paid to shareholders of record as of November 18, 2015 Payment Date:
December 31, 2015 Represents the distribution of the Companys approximate $34 million of earnings and profits
accumulated through December 31, 2014, prior to its election to be treated as a
regulated investment company (RIC) under Subchapter M
of the Internal Revenue Code of 1986, as amended Special dividend
to be paid in cash or shares at the election of each shareholder, with cash distribution limited to 27% of total dividend 100% of the special dividend to be treated as a qualified dividend Special dividend not expected to impact the Companys anticipated annual cash dividend of $1.82
per share for 2015, based on 10.3 million shares of Newtek Common Stock
outstanding before the distribution of the stock portion of the
special dividend The exact distribution of cash and stock to any
given shareholder will be dependent upon his/her election as well
as the elections of other shareholders, subject to the pro rata limitation described above |
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3 Shareholder Election The Company will cause its transfer agent, American Stock Transfer & Trust Company, LLC, to mail a Shareholder
Letter and Election Form to Newteks registered shareholders (1) promptly following the November 18, 2015 record date The Shareholder Letter and Election Form will provide additional information to shareholders and advise
Shareholders that they may elect to receive the special dividend in either: (i)
all cash or (ii) all shares of Newtek common stock
Cash distribution is limited to approximately 27% of the total special dividend to be paid to shareholders
If the amount of cash to be distributed to all shareholders electing to receive the special dividend in cash exceeds 27% of the
total special dividend, each of those shareholders electing to
receive cash will receive a pro rata portion of the total cash to be distributed based on the respective number of shares owned Remainder of dividend (approximately 73%) to be paid in shares of Newtek Common Stock
Registered shareholders who do not make an election by returning the completed Election Form to the Transfer Agent by the deadline specified in the Election Form will be deemed to have elected to receive 100% of their dividend in cash.
Shareholders who hold their shares through a bank, broker or nominee will not receive an Election Form from the Transfer Agent and should contact their bank, broker or nominee for instructions on how to make an election The number of shares of common stock to be issued to shareholders receiving all or a portion of the dividend in shares of
common stock will be based on the volume weighted average price per share of Newtek Common Stock on the Nasdaq Global Market on December 11, 14 and 15, 2015 Participants in the Company's dividend reinvestment plan (DRIP) will also receive an Election Form
The investment feature of the DRIP will be suspended for the special dividend and will be reinstated after the special dividend has been paid (1) Registered shareholders are those shareholders who own their stock directly and not through a bank, broker or nominee. Shareholders
who hold through a bank, broker, or nominee should contact their
bank, broker or nominee for instructions on how to make an
election |