MSC Income Fund Proxy Statement Filed

TL;DR

MSCI Income Fund (formerly HMS) filed proxy docs for a special meeting - vote your shares!

AI Summary

MSC Income Fund, Inc. is filing a Definitive Proxy Statement (DEFA14A) on September 6, 2024, related to a special meeting of stockholders. The filing includes proxy material from Broadridge, urging stockholders to vote promptly. The company was formerly known as HMS Income Fund, Inc. before a name change on November 29, 2011.

Why It Matters

This filing is important for shareholders as it contains information and voting materials for an upcoming special meeting, allowing them to participate in corporate decisions.

Risk Assessment

Risk Level: low — This is a routine proxy filing for a special meeting, not indicating any immediate financial distress or significant corporate event.

Key Players & Entities

• MSC INCOME FUND, INC. (company) — Registrant
• Broadridge (company) — Proxy material provider
• HMS INCOME FUND, INC. (company) — Former company name
• 20111129 (date) — Date of name change
• 20240906 (date) — Filing date

FAQ

Filing Documents

• msif-broadridgeletterdefa1a.htm (DEFA14A) — 25KB
• mscincomefund_shareholde001.jpg (GRAPHIC) — 317KB
• mscincomefund_shareholde002.jpg (GRAPHIC) — 413KB
• 0001535778-24-000142.txt ( ) — 1031KB

From the Filing

MSIF - Broadridge Letter (DEFA14A) 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 Q Filed by a Party other than the Registrant o Check the appropriate box o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement Q Definitive Additional Materials o Soliciting Material under 240.14a-12 MSC Income Fund, Inc. (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) Q No fee required. o Fee paid previously with preliminary materials. o Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. Z88009-LTR Special Meeting proxy material enclosed - please vote promptly! Fellow Stockholder, Thank you for your support at the recent Annual Meeting of Stockholders of MSC Income Fund, Inc. (the "Company"). We are now reaching out for your continued support in connection with the Company's upcoming Special Meeting of Stockholders (the "Special Meeting"), which will be held on Monday, December 2, 2024, in the East-West Conference Rooms at 1330 Post Oak Boulevard, 2nd Floor, Houston, Texas 77056, commencing at 9:00 a.m., local time. At the Special Meeting, stockholders will consider and vote upon a series of proposals (the "Proposals") which we believe will posi- tion the Company to effectuate a listing of its shares of common stock on a national securities exchange (such as the New York Stock Exchange or NASDAQ Stock Market) (a "Listing"), which may be accompanied by a follow-on public offering of its shares, in each case if and when market conditions make it desirable to do so and if it is otherwise in the Company's and its stockholders' best interests. The Company has fi led a Defi nitive Proxy Statement (the "Defi nitive Special Proxy Statement") with the U.S. Securities and Exchange Commission (the "SEC") in connection with the Special Meeting. You should carefully read the Defi nitive Special Proxy Statement in its entirety because it contains important information about the Special Meeting and the Proposals. We believe that a Listing, and actions taken in connection therewith, would provide several benefi ts to the Company's stockholders, including, but not limited to the following: an opportunity for the signifi cant growth of the Company through near-term access to additional capital through the public capital markets; signifi cant benefi ts for the Company's stockholders associated with an investment strategy intended to generate an attractive recurring and growing source of current dividend income through an intentional transition of the Company's investment strategy and investment portfolio to be solely focused on its Private Loan investment strategy, rather than its current focus primarily on its Private Loan investment strategy and secondarily on its Lower Middle Market investment strategy; and a path to an option for full liquidity for those existing stockholders who desire such option. A Listing would also provide the longer-term opportunity to access additional leverage capacity through a potential future reduction in the Company's minimum asset coverage ratio from 200% to 150%, subject to future board of directors or stockholder approval, which would allow the Company to further optimize its leverage profi le and stockholder returns and support the future growth of its investment portfolio. Effective upon a Listing, the Company and its investment adviser and administrator, MSC Adviser I, LLC ("MSC Adviser"), intend to amend their existing investment advisory agreement to better align with the Company's transition to focus on its Private Loan invest- ment strategy, including changes to the base management fee and incentive fee structures. In addition, effective upon a Listing, the Company intends to amend and restate its corporate charter, which will serve to conform certain provisions in the charter more closely to provisions in the charters of other business development companies whose securities are listed and publicly-traded on a national securities exchange. The transactions and changes contemplated in the Defi nitive Special Proxy Statement, including the proposed amendments to the Company's investment advisory agreement with MSC Adviser and the proposed amendments to the Company's corporate charter, have been approved by the Company's board of directors, but remain subject to approval of the Company's stock- holders. We urgently need your vote to approve the Proposals outlined in the proxy materials enclosed. Please carefully read the proxy materials as they describe in detail all of the Proposals to be considered by the Company's stockholders at the Special Meet

View Full Filing

View this DEFA14A filing on SEC EDGAR