As filed with the Securities and Exchange Commission on March 28, 2013

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

FORM 8-A

 

For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or 12(g) of the
Securities Exchange Act of 1934

 

Main Street Capital Corporation

(Exact name of registrant as specified in its charter)

 

Maryland

 

41-2230745

(State of incorporation or organization)

 

(I.R.S. Employer Identification No.)

 

 

 

1300 Post Oak Boulevard, Suite 800,
Houston, Texas

 

 

77056

(Address of principal executive offices)

 

(Zip Code)

 

If this Form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. x

 

If this Form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. o

 

Securities Act registration statement file number to which this form relates: 333-183555

 

Securities to be registered pursuant to Section 12(b) of the Act:

 

Title of each class
to be so registered

 

Name of each exchange on
which each class is to be registered

 

 

 

6.125% Senior Notes due 2023

 

New York Stock Exchange

 

Securities to be registered pursuant to Section 12(g) of the Act:

 

None

(Title of class)

 

 

 



 

INFORMATION REQUIRED IN REGISTRATION STATEMENT

 

Item 1.                   Description of the Registrant’s Securities to be Registered

 

The description of the 6.125% Senior Notes due 2023 (the “Notes”) contained in the sections entitled “Specific Terms of the Notes and the Offering” in the prospectus supplement, dated March 26, 2013, and “Description of Our Debt Securities” in the prospectus contained therein, dated October 19, 2012, that was filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended, on March 27, 2013, is incorporated by reference herein.  The Notes are expected to be listed on the New York Stock Exchange and to trade thereon within 30 days of the original issue date under the trading symbol “MSCA.”

 

Item 2.                   Exhibits

 

Pursuant to the Instructions as to exhibits for registration statements on Form 8-A, the documents listed below are filed as exhibits to this Registration Statement:

 

Number

 

Exhibit

 

 

 

1

 

Form of Indenture between Main Street Capital Corporation and The Bank of New York Mellon Trust Company, N.A. (incorporated herein by reference to Exhibit d.6, as filed with post-effective amendment no. 2 to the registrant’s registration statement on Form N-2 (File No. 333-183555) on March 28, 2013).

 

 

 

2

 

Form of First Supplemental Indenture relating to the 6.125% Senior Unsecured Notes due 2023, between Main Street Capital Corporation and The Bank of New York Mellon Trust Company, N.A. (incorporated herein by reference to Exhibit d.8, as filed with post-effective amendment no. 2 to the registrant’s registration statement on Form N-2 (File No. 333-183555) on March 28, 2013).

 

 

 

3

 

Form of 6.125% Senior Unsecured Notes due 2023 (incorporated herein by reference to Exhibit d.9, as filed with post-effective amendment no. 2 to the registrant’s registration statement on Form N-2 (File No. 333-183555) on March 28, 2013).

 

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SIGNATURE

 

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereto duly authorized.

 

Date:      March 28, 2013

 

 

Main Street Capital Corporation

 

 

 

 

 

By:

 

/s/ Jason B. Beauvais

 

 

Name:

Jason B. Beauvais

 

 

Title:

General Counsel

 

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EXHIBIT INDEX

 

Number

 

Exhibit

 

 

 

1

 

Form of Indenture between Main Street Capital Corporation and The Bank of New York Mellon Trust Company, N.A. (incorporated herein by reference to Exhibit d.6, as filed with post-effective amendment no. 2 to the registrant’s registration statement on Form N-2 (File No. 333-183555) on March 28, 2013).

 

 

 

2

 

Form of First Supplemental Indenture relating to the 6.125% Senior Unsecured Notes due 2023, between Main Street Capital Corporation and The Bank of New York Mellon Trust Company, N.A. (incorporated herein by reference to Exhibit d.8, as filed with post-effective amendment no. 2 to the registrant’s registration statement on Form N-2 (File No. 333-183555) on March 28, 2013).

 

 

 

3

 

Form of 6.125% Senior Unsecured Notes due 2023 (incorporated herein by reference to Exhibit d.9, as filed with post-effective amendment no. 2 to the registrant’s registration statement on Form N-2 (File No. 333-183555) on March 28, 2013).

 

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