Keating Investments, LLC is a Denver-based SEC registered investment adviser, providing investment management and advisory services to Keating Capital, Inc.
How long has Keating Investments, LLC operated?
Keating Investments, LLC was founded in 1997 by Timothy J. Keating and has focused on advising micro-cap companies on the going public process.
What does Keating Capital, Inc. do?
Keating Capital, Inc. is a recently formed Business Development Company ("BDC") that intends to be an equity capital partner for select private businesses that we believe are primed to become public companies. As an integral part of our investment, we intend to provide direct managerial assistance to companies who meet our requirement to go public through the filing of a registration statement. Unlike venture capital and private equity investors who typically impose restrictive control provisions, Keating Capital intends to make minority, non-controlling investments. Our interests will be generally aligned with management's to create stockholder value through a planned NASDAQ Capital Market listing.
How long has Keating Capital, Inc. operated?
Keating Capital, Inc. was incorporated in the State of Maryland on May, 9 2008. On November 20, 2008, Keating Capital, Inc. filed a Form 10 registration statement with SEC to become a publicly reporting Business Development Company.
What is a "BDC"?
BDCs are closed-end funds that elect to be treated as business development companies under the 1940 Act. As such, BDCs are subject to only certain provisions of the 1940 Act, as well as the Securities Act of 1933 and the Securities Exchange Act of 1934. BDCs make investments in private or thinly-traded public companies in the form of long-term debt or equity capital, with the goal of generating current income and/or capital growth. BDCs can be internally or externally managed and qualify to elect to be taxed as "regulated investment companies" for federal tax purposes.
What is "RIC"?
A "RIC" is a regulated investment company under Subchapter M of the Internal Revenue Code. A RIC generally does not have to pay corporate level federal income taxes on any ordinary income or capital gains that it distributes to its stockholders in the form of dividends. To qualify as a RIC, a company must, among other things, meet certain source-of-income and asset diversification requirements. In addition, in order to obtain RIC tax treatment, a company must distribute to its stockholders, for each taxable year, at least 90% of its "investment company taxable income," which is generally its net ordinary income plus the excess, if any, of realized net short-term capital gains over realized net long-term capital losses. See "Material U.S. Federal Income Tax Considerations" for more information regarding RICs.
Who will choose which investment to make?
All investment decisions made by Keating Investments will require the unanimous approval of its investment committee. The members of Keating Investments' investment committee are Timothy J. Keating, Kyle L. Rogers and Ranjit P. Mankekar. Our board of directors, including a majority of independent directors, oversees and monitors our investment performance and, beginning with the second anniversary of the date of the investment advisory and administrative services agreement, will annually review the compensation we pay to Keating Investments and determine that the provisions of the investment advisory and administrative services agreement are carried out.
Where can I find financial statements for Keating Capital, Inc.?
Our quarterly and annual reports are available on our Web site through the Investor Relations page, under SEC Filings. Our quarterly financial statements are prepared under Form 10-Q and our annual reports are prepared under Form 10-K. We use Form 8-K to report any material event such as change in control of the Company, purchase or sale of assets, change of certifying accountant, and other events that may occur between the filings of our quarterly or annual reports.
How does Keating Capital, Inc. intend to distribute dividends?
We intend to distribute quarterly dividends to our stockholders out of the assets legally available for distribution. Our dividends, if any, will be determined by our board of directors.
Does Keating Capital, Inc. have a dividend reinvest program?
We have adopted a dividend reinvestment plan that provides for reinvestment of our distributions on behalf of our stockholders, unless a stockholder elects to receive cash. As a result, if our board of directors authorizes, and we declare, a cash dividend, then our stockholders who have not "opted out" of our dividend reinvestment plan will have their cash dividends automatically reinvested in additional shares of our common stock, rather than receiving the cash dividends.
Are dividends taxable?
For tax reporting purposes, the following types of taxable income dividends/distributions and non-taxable return of capital distributions may result and will be reported as such to U.S. individual taxpayers on Form 1099 DIV in January of the calendar year following the year of distribution.
Ordinary Income: This type of income arises from the receipt of interest income on debt securities held by us less expenses. Since we are a "pass-through entity" from a tax perspective, this type of income is the same as if the interest income was received directly from the borrower. This type of income is reported in Box 1a of Form 1099.
Dividends: This type of income arises from the receipt of dividend income on stock held by us. As with interest income, it is treated as if the individual taxpayer held the stock directly. This income is considered as "qualified" for the 15% tax rate on dividends in the United States. This type of income is reported in Box 1b of Form 1099.
Short Term Capital Gains: This type of income arises from the sale of a security held for less than one year. This income is the same as if the tax payer sold a security directly owned. This type of income is considered ordinary income and is reported in Box 1a of Form 1099.
Long Term Capital Gains: This type of income arises from the sale of a security held for over one year. This income is the same as if the tax payer sold a security directly owned. This type of income is considered capital gain income and is reported in Box 2a of Form 1099.
Return of Capital: Sometimes due to tax timing differences or other circumstances, we may make a distribution that is not sourced from taxable income but represents a return of your investment or capital. There is no tax liability resulting from a return of capital. This type of distribution is reported in Box 3 of Form 1099.
For details on how dividends may affect your personal tax situation, please consult a tax specialist.
What is the NAV? What does this mean?
The NAV or the Net Asset Value per share represents the net assets of the company (i.e., total assets less liabilities) divided by the number of shares of common stock outstanding. This calculation is the same as dividing common stockholders' equity by the number of shares of common stock outstanding. NAV is computed and released quarterly coincident with the Company's issuance of its quarterly financial statements. NAV may or may not be the same as the Company's stock price per share depending upon whether the shares are trading at a premium to NAV or a discount to NAV.
When is your Annual Meeting?
Shortly after the filing of our Form 10-K, we will prepare an annual report for our shareholders. This annual report and a proxy statement will then be mailed to shareholders inviting shareholders to attend the annual meeting. We expect the meeting to be held in the second calendar quarter of the year. The exact date will be set by the board of directors as we approach that time frame. The board can also call special meetings of the shareholders to ask them to approve other initiatives that it believes should be heard before the next annual shareholders meeting.
Can shares be bought directly from Keating Capital, Inc. or is a broker required?
A broker is required.
How can I receive email alerts from Keating Capital, Inc.?
To sign up for email alerts on our press releases, SEC filings, events and stock price information, please visit our Email Alerts page.
How can I request additional information from Keating Capital, Inc.?
Keating Investments, LLC is a Denver-based SEC registered investment adviser, providing investment management and advisory services to Keating Capital, Inc.
Greenwood Village, Colorado 80111
