Steele Creek Capital Stockholders Approve Liquidation and Exit From BDC Regime
The fund closes to all stockholders on December 1 and expects to make its final liquidating distribution by year-end.
October 15, 2026
Stockholders of Steele Creek Capital Corporation have approved the liquidation and dissolution of the business development company. They also authorized the board to withdraw the fund's election to be regulated as a BDC under the Investment Company Act of 1940.
Both proposals passed at a special meeting on October 13. Each drew 3,811,722.51 votes in favor, out of 5,735,114.44 shares outstanding and entitled to vote as of the September 28 record date. No votes against, abstentions or broker non-votes were reported; the company marked each of those columns not applicable.
The two measures were linked: the BDC withdrawal could take effect only if stockholders first approved the plan of liquidation and the distribution of sale proceeds. Passing both clears the way for Steele Creek to leave the BDC framework as it winds down.
Ownership was concentrated going into the meeting. Kenneth Moelis held 45.89% of the outstanding shares, according to the ownership table in the company's definitive proxy. Directors and executive officers as a group held 47.80%.
What Happens Next
The plan of liquidation takes effect December 1, 2026. From that date:
- the fund closes to new and existing stockholders;
- it stops operating as an investment company and limits its activity to selling remaining assets, settling liabilities and distributing what is left;
- liquidation expenses, estimated at roughly $200,000, are borne by the company.
The company expects the final liquidating distribution to occur by year-end, and in any event within two years of the effective date. Timing depends on the sale and settlement of its investments. The board has said it cannot yet estimate the net proceeds stockholders will receive.
The withdrawal from BDC status takes effect once the SEC receives the company's Form N-54C. Several 1940 Act protections then fall away, among them the 150% asset coverage requirement.
The End of a Short Wind-Down
The vote clears the last stockholder hurdle in a wind-down that began in August with the sale of 164 broadly syndicated loans, about 75.8% of the portfolio at fair value as of June 30, for gross proceeds of roughly $73 million. Steele Creek also moved to repay and terminate its Bank of America credit facility.
The board's case for liquidating, set out in the proxy ahead of the meeting, centered on the fund's sub-scale size and on letting holders realize net asset value rather than sell their shares to a third party at a discount.
