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 (g) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

ARES CAPITAL CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

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
7.00% Senior Notes due 2022		The New York Stock Exchange

 

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), please 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), please check the following box. o

 

Securities Act registration statement file number to which this form relates: 333-174716

 

Securities to be registered pursuant to Section 12(g) of the Act: None

 

 

 

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

 

The class of securities to be registered hereby are 7.00% Senior Notes due 2022 (the “Notes”) of Ares Capital Corporation, a Maryland corporation (the “Registrant”).

 

For a description of the securities to be registered hereunder, reference is made to the information under the heading “Description of Debt Securities” in the Registrant’s Prospectus dated October 28, 2011 included in the Registration Statement on Form N-2 (Registration No. 333-174716) as filed with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933 (the “Securities Act”) and the information under the heading “Specific Terms of the Notes and the Offering” in the Registrant’s Prospectus Supplement dated January 26, 2012 as filed with the Commission on January 30, 2012 pursuant to Rule 497 under the Securities Act. The foregoing Prospectus and Prospectus Supplement are incorporated herein by reference.

 

Item 2. Exhibits.

 

4.1		Indenture, dated as of October 21, 2010, between the Registrant and U.S. Bank National Association, as trustee (1)
4.2		Second Supplemental Indenture, dated as of February 2, 2012, between the Registrant and U.S. Bank National Association, as trustee, relating to the 7.00% Senior Notes due 2022 (2)
4.3		Form of 7.00% Senior Note due 2022 (3)

 

(1)          Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00663) filed October 22, 2010.

 

(2)          Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00663) filed February 2, 2012.

 

(3)          Incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K (File No. 814-00663) filed February 2, 2012.

 

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

 

Dated: February 6, 2012

 

	ARES CAPITAL CORPORATION
	(Registrant)
	By:	/s/ Penni F. Roll
	Name:	Penni F. Roll
	Title:	Chief Financial Officer

 

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Exhibit Index

 

Exhibit No.
4.1		Indenture, dated as of October 21, 2010, between the Registrant and U.S. Bank National Association, as trustee (1)
4.2		Second Supplemental Indenture, dated as of February 2, 2012, between the Registrant and U.S. Bank National Association, as trustee, relating to the 7.00% Senior Notes due 2022 (2)
4.3		Form of 7.00% Senior Note due 2022 (3)