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Capital Southwest Corporation

cswc · NASDAQ Financial Services
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Sector Financial Services
Industry Asset Management
Employees 27
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FY2012 Annual Report · Capital Southwest Corporation
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Semi-AnnuAl

RepoRt 

SeptembeR 30,

37675_CV.indd   2

11/6/12   1:16 PM

AbOut t he COmpAny

Capital Southwest is a publicly-owned business development company. 
Our investment approach allows us to achieve capital appreciation 
through long-term investments in exceptional businesses. Since our 
 formation in 1961, we have sought to invest in companies with strong 
management teams and sound financial performance. As a public 
 company we are never between funds—we have no exit deadlines.  
We have a history of holding our position for decades, enabling 
 companies to achieve their full potential. In addition to capital, we 
 provide our portfolio companies services to ensure success including  
best practices resources and guidance, active board representation, 
 corporate finance strategy and experienced advice when needed.

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11/6/12   1:16 PM

TO OUR SHAREHOLDERS 

FINANCIAL HIGHLIGHTS 
Net asset value at September 30, 2012 was $602,242,516 equivalent to $158.65 per share.  
Assuming reinvestment of all dividends and tax credits on retained long-term capital gains, 
including the $17.59 per share capital gains dividend distributed to shareholders in June 2012, 
this represents a net asset value increase of 14.2% during the first half of the current fiscal 
year and an increase of 44.3% during the past twelve months. 

Net assets 
Shares outstanding 
Net assets per share 

September 30, 
2012 
$602,242,516 
3,796,078 
$158.65 

March 31, 
2012 
$628,707,006 
3,754,538 
$167.45 

September 30, 
2011 
$502,175,307 
3,754,538 
$133.75 

The six months ended September 30, 2012 decrease in net assets of $26,464,490 is primarily 
due to our capital gains distribution of $66,825,782.  Unrealized appreciation of investments 
increased by $54,724,826 after net realized gains of $66,881,033.  Approximately 60.7% and 
14.2% of value increases came from The RectorSeal Corporation and The Whitmore 
Manufacturing Company, respectively, reflecting improvements in earnings from operations; 
and 15.0% came from Alamo Group, Inc. due to an increase in the market value of their stock 
price.  Approximately 84.2% of the value decreases came from Encore Wire Corporation due 
to the sale of 2,774,250 shares of common stock of Encore Wire, Inc. held by our subsidiary, 
Capital Southwest Venture Corporation.  In addition, the value of Media Recovery, Inc. 
declined 6.7%, reflecting a decline in earnings from operations.   

INVESTMENT AND PORTFOLIO ACTIVITY 
During the six months ended September 30, 2012, we invested $5,950,000 in TitanLiner, Inc., 
which manufactures, installs and rents spill containment systems, primarily for oilfield 
applications. During this same period, we provided $609,000 as add-on investments to the 
following portfolio companies: $42,000 in BankCap Partners Fund I, L.P.; $259,045 in 
Cinatra Clean Technologies, Inc.; and $308,000 in iMemories, Inc.  In addition, we received 
77,194 shares of common stock of North American Energy Partners, Inc. as a distribution 
from Sterling Group Partners I, LP, which were valued at $236,986 upon distribution.  

Future commitments, subject to certain conditions, are: $149,530 in BankCap Partners Fund I, 
LP; $1,275,000 in Ballast Point Ventures II, LP; $555,739 in Cinatra Clean Technologies, 
Inc.; $3,500,000 in CapStar Holdings Corporation; $770,000 in CapitalSouth Partners Fund 
III; $720,000 in Discovery Alliance, LLC; $850,000 in KBI Biopharma, Inc.; $486,900 in 
Sterling Group Partners I, LP; and $1,831,000 in TitanLiner, Inc. 

DIVESTITURES AND DISTRIBUTIONS 
Net realized gains for the six months ended September 30, 2012 totaled $66,881,033 before 
tax provisions.  We sold 2,774,250 shares of common stock of Encore Wire, Inc. and 50,000 
shares of common stock of Hologic, Inc.  These sales generated capital gains of $66,881,033, 
from which $17.59 per share was distributed to our shareholders.  These gains were offset by 
a $7,000 capital loss adjustment related to a final true-up of the Lifemark Group, Inc. 
divesture from June 2010. 

In addition, we received the following return of capital distributions:  $18,600 from Diamond 
State Ventures, LP and $236,986 from Sterling Group Partners I, LP. 

1

 
 
On October 15, 2012, our board of directors declared a dividend of $0.40 per share, payable 
on November 30, 2012 to shareholders of record on November 15, 2012.  Dividends paid by 
our Company will be qualified dividends, taxable at the current maximum rate of 15%.  Our 
Automatic Dividend Reinvestment and Optional Cash Contribution Plan, which provides a 
convenient way to increase your ownership of our Company, is available to shareholders of 
record holding 25 or more shares.  For more information, please refer to the stock information 
section of our website at http://www.capitalsouthwest.com/investors/stock-
information/index.html. 

TAXES 
While we do not attempt to maintain a consistent level of realized gains from year to year, it is 
likely that we will have a taxable long-term capital gain for the tax year ending December 31, 
2012.  In such an event, we will pay the tax on our capital gains and retain the remainder for 
reinvestment.  By the end of February 2013, each shareholder of record will be advised of his 
or her share of any such net realized capital gains and the corresponding tax payment made by 
Capital Southwest.  You will receive IRS Form 2439 along with detailed instructions for 
reporting your pro rata gain and the resulting tax credit for use in your 2012 tax return.  Based 
on the current applicable federal income tax rates of 35% for corporations and 15% for 
individuals, most individual shareholders will receive a net credit for the 20% difference.  Tax 
exempt entities such as IRAs will be entitled to a refund of the entire tax paid by the Company 
on their shares.  For tax purposes, your cost basis in our stock will be increased by the amount 
of the after-tax gain retained by the Company.   

Additionally, the Company did not retain the proceeds and pay the related taxes on the $17.59 
per share cash distribution to shareholders in June this year.  Instead, the entire capital gain 
proceeds were distributed to shareholders who will then pay the related taxes.  For more 
information, please refer to the tax section of our website at 
http://www.capitalsouthwest.com/investor-relations/tax-information.htm. 

PREPARING FOR THE FUTURE 
Henry Gohlke, Matthew Golden and Scott Shedd recently joined the Company as Vice 
Presidents.  Henry earned a BSME from the University of Oklahoma and an MBA from Baker 
College of Advanced Studies.  He has more than 30 years of engineering, market research, 
change management and financial analysis experience.  Matt received a BBA from the 
University of Texas at Austin and an MBA from the Wharton School at the University of 
Pennsylvania.  He has 14 years of investment banking, finance and principal investment 
experience with Merrill Lynch in New York, Sapient in Austin and Hunt Investment Group in 
Dallas.  Scott holds an MBA from the Kellogg School of Management at Northwestern 
University and a BA in Computer Science from Indiana University.  Scott worked in 
technology consulting and management roles at Trading Technologies, Widepoint 
Corporation, IBM and Accenture prior to a five year investment banking stint at Jefferies & 
Company in New York City and three years at Blackland Group, LLC, an aerospace and 
defense focused private equity firm.  Additionally, Scott served eight years in the United 
States Army and the Indiana National Guard. 

Gary L. Martin 
Chairman and President 

November 9, 2012 

2

CAPITAL SOUTHWEST CORPORATION AND SUBSIDIARIES 

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES 
(In thousands except per share data) 

Assets

Investments at market or fair value 

Companies more than 25% owned 

(Cost: September 30, 2012 - $12,679,  
March 31, 2012 - $14,870) ................................................  

Companies 5% to 25% owned 

(Cost: September 30, 2012 - $15,594,  
March 31, 2012 - $14,003) ................................................  

Companies less than 5% owned 

(Cost: September 30, 2012 - $66,643,  
March 31, 2012 - $60,120) ................................................  

Total investments 

(Cost: September 30, 2012 - $94,916,  
March 31, 2012 - $88,993) ................................................  
Cash and cash equivalents ..........................................................  
Receivables 

Dividends and interest ..........................................................  
Affiliates ................................................................................  
Other ....................................................................................  
Pension assets ............................................................................  
Other assets ................................................................................  
Total assets ..........................................................................  

Liabilities
Other liabilities .............................................................................  
Accrued pension cost 
Deferred income taxes .................................................................
Total liabilities .......................................................................  

Net Assets
Common stock, $1 par value: authorized, 5,000,000 shares; issued, 
4,380,956 shares at September 30, 2012 and 4,339,416 at 
March 31, 2012 .....................................................................  
Additional capital ..........................................................................
Accumulated net investment income/ (loss) ................................  
Accumulated net realized gain .....................................................  
Unrealized appreciation of investments  ......................................  
Treasury stock - at cost on 584,878 shares .................................  
Total net assets ...........................................................................  
Total liabilities and net assets ......................................................  
Net asset value per share (on the 3,796,078  

shares outstanding at September 30, 2012 and 3,754,538 at 
March 31, 2012) ...................................................................  

September 30 

March 31  

2012 
(Unaudited) 

2012 

$325,603 

$283,575 

136,653 

209,222 

74,013 

65,749 

536,269 
59,687 

2,618 
312 
21 
7,443 
209 
$606,559 

$592 
1,645 
2,079 
4,316 

4,381 
181,088 
(1,196) 
554 
441,353 
(23,937) 
602,243 
$606,559 

558,546 
64,895 

1,741 
220 

          – 

7,349 
238 
$632,989 

$688 
1,568 
2,027 
4,283 

4,339 
177,841 
412 
498 
469,553 
(23,937) 
628,706 
$632,989 

$158.65 

$167.45

The accompanying Notes are an integral part of these Consolidated Financial Statements

3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CAPITAL SOUTHWEST CORPORATION AND SUBSIDIARIES 

CONSOLIDATED STATEMENTS OF OPERATIONS 
(Unaudited) 
(In thousands) 

Three Months Ended 
September 30 

Six Months Ended 
September 30 

2012 

2011 

2012 

2011 

Investment income: 
Interest ..................................................
Dividends ...............................................
Management and directors’ fees ...........

Operating expenses: 

Salaries .................................................
Stock option expense ............................
Net pension expense/(benefit) ...............
Professional fees ...................................
Other operating expenses .....................

Income/(loss) before income taxes ........
Income tax expense ..............................

$591 
668 
85 
1,344 

746 
15 
58 
269 
350 
1,438 
(94) 
27 

$484 
621 
152 
1,257 

511 
259 
(77) 
234 
278 
1,205 
52 
29 

$1,178 
1,240 
377 
2,795 

1,363 
272 
(17) 
576 
663 
2,857 
(62) 
40 

Net investment income/ (loss)............

$(121) 

$23 

$(102) 

$937 
1,193 
324 
2,454 

983 
503 
(150) 
539 
495 
2,370 
84 
47 

$37 

Proceeds from disposition of 

investments......................................
Cost of investments sold .......................
Net realized gain/(loss) on 

investments  ...................................

Net increase (decrease) in 

unrealized appreciation of 
investments ....................................

Net realized and unrealized gain 

$     - 
7 

$18,500 
150 

$67,505 
624 

$18,539 
6,100 

(7)

18,350

66,881 

12,439 

50,321

(44,076)

(28,200) 

(48,634)

(loss) on investments ....................

50,314 

(25,726) 

38,681 

(36,195) 

Increase (decrease) in net assets 

from operations ..............................

$50,193 

$(25,703) 

$38,579  

$(36,158) 

The accompanying Notes are an integral part of these Consolidated Financial Statements 

4

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CAPITAL SOUTHWEST CORPORATION AND SUBSIDIARIES 

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS 
(Unaudited) 
(In thousands) 

Operations: 

Net investment income/(loss) ..................  
Net realized gain on investments .............  
Net decrease in unrealized appreciation 

of investments ......................................  

Increase (decrease) in net assets from 
operations .......................................................  
Distributions from: 

Undistributed net investment income  ......  
        Net realized gain distribution ..................  
Capital share transactions: 

Exercise of employee stock options ........  
Stock option expense ..............................  
Decrease in net assets ............................  
Net assets, beginning of period  .....................  
Net assets, end of period .............................  

Six Months 
Ended 
September 30, 2012 

Six Months 
Ended 
September 30, 2011 

$(102) 
66,881 

(28,200) 

38,579 

(1,505) 
(66,826) 

3,017 
272 
(26,463) 
628,706 
$602,243 

$37 
12,439 

(48,634)

(36,158) 

(1,501) 

                           - 

98 
503 
(37,058) 
539,233 
$502,175 

The accompanying Notes are an integral part of these Consolidated Financial Statements 

5

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CAPITAL SOUTHWEST CORPORATION AND SUBSIDIARIES 

CONSOLIDATED STATEMENTS OF CASH FLOWS 
(Unaudited) 
(In thousands) 

Three Months Ended 
September 30 

2012 

2011 

Six Months Ended 
September 30 

2012 

2011 

Cash flows from operating activities
Increase (decrease) in net assets from 

operations ............................................

$50,193

$(25,703)

$38,579 

$(36,158) 

Adjustments to reconcile increase 
(decrease)  in net assets from 
operations to net cash provided by 
(used in) operating activities: 

Net proceeds/(expenses) from 

disposition of investments ................

Return of Capital on Investments 
Proceeds from repayment of loan 

securities or investments ..................
Purchases of securities  .......................
Depreciation and amortization .............
Net pension benefit/(expense) .............
Realized (gain)/loss on investments 

before income tax .............................

Net (increase) decrease in 

unrealized appreciation of 
investments ......................................
Stock option expense ..........................
Increase in dividend and interest 

(7)
257 

–
(545)
8
58

18,500
– 

2,000
(1,678)
5
(77)

67,498 
257 

– 
(6,796) 
18 
(17) 

18,539 
– 

2,111 
(11,500) 
10 
(150) 

7

(18,350)

(66,881) 

(12,439) 

(50,321)
       15

44,076
259

28,200 
272 

48,634 
503 

(436) 

55 
5 

– 
– 
54 

receivable .........................................

(442)

Decrease /(increase) in receivables 

from affiliates and others ..................
Decrease/ (increase) in other assets ...
Increase (decrease) in other 

liabilities ............................................

Decrease in commitment payable 
Increase in deferred income taxes .......

588
        (15)

80
(5,950) 
26

Net cash provided by (used in) 

(207)

(433)
4

125
– 
29

(877) 

(113) 
10 

(96) 
– 
52 

operating activities ...............................

(6,048)

18,550

60,106 

9,228 

Cash flows from financing activities
Distributions from undistributed net 

investment income ...............................

Proceeds from exercise of employee 

stock options ........................................

Dividends paid from net realized gain 
Net cash used in financing activities ........
Net increase (decrease) in cash and 

–

–
– 
–

–

98
– 
98

(1,505) 

(1,501) 

3,017 
(66,826) 
(65,314) 

98 
– 
(1,403) 

cash equivalents ..................................

(6,048)

18,648

(5,208) 

7,825 

Cash and cash equivalents at 

beginning of period ..............................

65,735

34,675

64,895 

45,498 

Cash and cash equivalents at end of 

period ...................................................

$59,687

$53,323

$59,687 

$53,323 

The accompanying Notes are an integral part of these Consolidated Financial Statements 

6

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CAPITAL SOUTHWEST CORPORATION AND SUBSIDIARIES 

CONSOLIDATED SCHEDULE OF INVESTMENTS 
(Unaudited) 
September 30, 2012 

Company

Equity (a)

Investment (b)

*†ALAMO GROUP INC. 

22.0% 

Cost

Value (c) 

$2,190,937 

$95,624,424 

‡2,832,300 shares common 
stock (acquired 4-1-73 thru 
5-09-11) 

Seguin, Texas 
Tractor-mounted mowing and 
mobile excavation equipment 
for governmental, industrial 
and agricultural markets; 
street-sweeping equipment for 
municipalities.

ATLANTIC CAPITAL 
BANCSHARES, INC 
Atlanta, Georgia 
Holding company of Atlantic 
Capital Bank, a full service 
commercial bank.

¥BALCO, INC. 

Wichita, Kansas 
Specialty architectural 
products used in the 
construction and remodeling 
of commercial and institutional 
buildings.

1.9% 

300,000 shares common 
stock (acquired 4-10-07) 

3,000,000 

2,487,000 

95.7% 

445,000 shares common 
stock and 60,920 shares 
Class B non-voting common 
stock (acquired 10-25-83 
and 5-30-02) 

624,920 

4,200,000 

*BOXX TECHNOLOGIES, INC. 

14.9% 

Austin, Texas 
Workstations for computer 
graphic imaging and design.

73.4% 

CINATRA CLEAN 
TECHNOLOGIES, INC. 
Houston, Texas 
Cleans above ground oil 
storage tanks with a patented, 
automated system.

1,500,000 

900,000 

779,278 

280,000 

2,285,700 

821,000 

1,523,800 

547,000 

6,200,700 

2,227,000 

3,033,410 

–

1

–

3,125,354 shares Series B 
Convertible Preferred Stock, 
convertible into 3,125,354 
shares of common stock at 
$0.50 per share (acquired 
8-20-99 thru 8-8-01) 
12% subordinated secured 
promissory note, due 5-9-
2016 (acquired 5-19-10 thru 
10-20-10) 
12% subordinated secured 
promissory note, due 5-9-
2017 (acquired 5-9-11 thru 
10-26-11) 
12% subordinated secured 
promissory note, due 3-31-
2017 (acquired 9-9-11 and 
10-26-11) 
10% subordinated secured 
promissory note, due 5-9-
2017 (acquired 7-14-08 thru 
4-28-10) 
3,033,410 shares Series A 
Convertible Preferred Stock, 
convertible into 3,033,410 
shares common stock at 
$1.00 per share (acquired 
7-14-08 thru 11-18-10) 
Warrants to purchase 
1,269,833 shares of 
common stock at $1.00 per 
share, expiring 8-31-2021 
(acquired 5-9-11 thru 8-31-
11) 

*†ENCORE WIRE 
   CORPORATION 

McKinney, Texas 
Electric wire and cable for 
residential, commercial and 
industrial construction use. 

6.2% 

‡1,312,500 shares common 
stock (acquired 9-10-92 thru 
10-15-98) 

13,822,888 

3,875,001 

5,200,000 

38,403,750 

†Publicly-owned company   ¥ Control investment   * Affiliated investment ‡Unrestricted securities as defined in Note (a) 

The accompanying Notes are an integral part of these Consolidated Financial Statements  
7

 
 
 
 
CAPITAL SOUTHWEST CORPORATION AND SUBSIDIARIES 

CONSOLIDATED SCHEDULE OF INVESTMENTS 
(Unaudited) 
September 30, 2012 

Company

Equity (a)

Investment (b)

13,035 shares Series A 
Common Stock (acquired 9-
26-08 and 12-18-08) 

39,359.18 shares Series C 
Convertible Preferred Stock, 
convertible into 157,437.72 
shares of common stock at 
$25.00 per share (acquired 
9-30-03) 
3,750 shares 8% Series A 
Convertible Preferred Stock, 
convertible into 15,000 
shares of common stock at 
$25.00 per share (acquired 
9-30-03) 

‡9,317,310  shares 
common stock (acquired 5-
26-00) 

Cost

Value (c) 

325,875 

740,000 

2,625,000 

8,930,000 

375,000 

851,000 

3,325,875 

10,521,000 

102,490 

16,771,158 

EXTREME INTERNATIONAL, 
INC. 

53.6% 

Sugar Land, Texas  
Owns Bill Young 
Productions, Texas Video 
and Post, and Extreme and 
television commercials and 
corporate communications 
videos.

¥†HEELYS, INC. 

31.1% 

Carrollton, Texas 
Heelys stealth skate shoes, 
equipment and apparel sold 
through sporting goods 
chains, department stores and 
footwear retailers.

†HOLOGIC, INC. 

Bedford, Massachusetts 
Medical instruments including 
bone densitometers, 
mammography devices and 
digital radiography systems.

< 1% 

‡582,820 shares common 
stock (acquired 8-27-99) 

202,529 

11,784,620 

iMEMORIES, INC. 

23% 

Scottsdale, Arizona 
Enables online video and 
photo sharing and DVD 
creation for home movies 
recorded in analog and new 
digital format.

17,391,304 shares Series B 
Convertible Preferred Stock, 
convertible into 19,891,304 
shares of common stock at 
$0.23 per share (acquired 
7-10-09) 
4,684,967 shares Series C 
Convertible Preferred Stock, 
convertible into 4,684,967 
shares of common stock at 
$0.23 per share (acquired 
7-20-11) 
Warrants to purchase 
2,500,000  shares of 
common stock at $0.12 per 
share, expiring 1-21-
21(acquired 9-13-10 thru 1-
21-11) 
10% convertible notes, 
$308,000 principal due 7-
31-2014 (acquired  9-7-12) 

INSTAWARES HOLDING 
COMPANY, LLC 

Atlanta, Georgia 
Provides services to the    
restaurant industry via its five 
subsidiary companies.
KBI BIOPHARMA, INC. 

Durham, North Carolina 
Provides fully-integrated, 
outsourced drug development 
and bio-manufacturing 
services.

4.5% 

3,846,154 Class D shares 
(acquired 5-20-11) 

17.1% 

7,142,857 shares Series B-
2 Convertible Preferred 
Stock, convertible into 
7,142,857 shares of 
common stock at $0.49 per 
share (acquired 9-08-09) 

4,000,000 

4,000,000 

1,078,479 

1,078,479 

– 

– 

308,000 

308,000 

5,386,479 

5,000,000 

5,386,479 

5,735,000 

5,000,000 

5,400,000 

†Publicly-owned company   ¥ Control investment   * Affiliated investment ‡Unrestricted securities as defined in Note (a) 

The accompanying Notes are an integral part of these Consolidated Financial Statements  
8

 
 
 
 
 
CAPITAL SOUTHWEST CORPORATION AND SUBSIDIARIES 

CONSOLIDATED SCHEDULE OF INVESTMENTS 
(Unaudited) 
September 30, 2012 

Company

Equity (a)

Investment (b)

Cost

Value (c) 

¥MEDIA RECOVERY, INC. 

97.9% 

Dallas, Texas
Computer datacenter and 
office automation supplies 
and accessories; impact, tilt 
monitoring and temperature 
sensing devices to detect 
mishandling shipments; 
dunnage for protecting 
shipments.

*PALLETONE, INC. 
Bartow, Florida 
Manufacturer of wooden 
pallets and pressure-treated 
lumber.

7.7% 

Warrants to purchase 
67,789 shares of preferred 
stock at $ 0.70 per share, 
acquired 1-26-2012

800,000 shares Series A 
Convertible Preferred Stock, 
convertible into 800,000 
shares of common stock at 
$1.00 per share (acquired 
11-4-97) 

4,000,002 shares common 
stock (acquired 11-4-97) 

12.3% senior subordinated 
notes, $2,000,000 principal 
due 12-18-2015 (acquired  
9-25-06)  

150,000 shares common 
stock (acquired 10-18-01) 

100.0% 

27,907 shares common 
stock (acquired 1-5-73 and 
3-31-73) 

-

-

5,000,000 

800,000 

5,400,000 

2,000,000 

4,615,000 

10,100,000 

5,415,000 

12,100,000 

1,553,150 

1,700,000 

150,000 

2 

1,703,150 

1,700,002 

52,600 

208,600,000 

¥THE RECTORSEAL 

CORPORATION 

Houston, Texas 
Specialty chemicals for 
plumbing, HVAC, electrical, 
construction, industrial, oil 
field and automotive 
applications; smoke 
containment systems for 
building fires; also owns 20% 
of The Whitmore 
Manufacturing Company.

TCI HOLDINGS, INC. 
Denver, Colorado 
Cable television systems and 
microwave relay systems.

TITANLINER, INC. 
Midland, Texas 
Manufactures, installs and rents 
spill containment system for 
oilfield applications. 

– 

29.9% 

21 shares 12% Series C 
Cumulative Compounding 
Preferred Stock (acquired 1-
30-90) 
217,038 shares Series A 
Convertible Preferred Stock 
convertible into 217,038 
shares of Series A preferred 
stock at $12.65 per share 
(acquired 6-29-2012) 

7%  senior subordinated 
secured promissory note, 
due 6-30-2017 (acquired 6-
29-2012) 

Warrants to purchase 
122,239 shares of Series A 
preferred stock at $ 0.01 per 
share, expiring 1-26-2012

– 

796,000 

3,203,000 

3,203,000 

2,747,000 

2,747,000 

-

-

5,950,000 

5,950,000 

†Publicly-owned company   ¥ Control investment   * Affiliated investment ‡Unrestricted securities as defined in Note (a) 

The accompanying Notes are an integral part of these Consolidated Financial Statements  
9

 
 
 
 
 
CAPITAL SOUTHWEST CORPORATION AND SUBSIDIARIES 

CONSOLIDATED SCHEDULE OF INVESTMENTS 
(Unaudited) 
September 30, 2012 

Company

Equity (a)

Investment (b)

TRAX HOLDINGS, INC. 
Scottsdale, Arizona 
Provides a comprehensive set 
of solutions to improve the 
transportation validation, 
accounting, payment and 
information management 
process.

VIA HOLDINGS, INC. 
Sparks, Nevada 
Designer, manufacturer and 
distributor of high-quality 
office seating. 
*WELLOGIX, INC. 
Houston, Texas 
Developer and supporter of 
software used by the oil and 
gas industry.

¥THE WHITMORE 

MANUFACTURING 
COMPANY 

Rockwall, Texas 
Specialized surface mining, 
railroad and industrial 
lubricants; coatings for 
automobiles and primary 
metals; fluid contamination 
control devices.
MISCELLANEOUS 

Cost

Value (c) 

3,200,000 

3,200,000 

5,000,000 

9,000,000 

8,200,000 

12,200,000 

4,926,290 

2

5,000,000 

25,000 

25.4% 

18% convertible  promissory 
note, $3,200,000 principal  
due 9-17-2012 (acquired 4-
6-11 thru 11-10-11) 

1,061,279 shares Series A 
Convertible Preferred Stock, 
convertible into 1,061,279 
common stock at $4.64 per 
share (acquired 12-8-08 
and 2-17-09) 

3.2% 

12,686 shares common 
stock (acquired 3-4-11 and 
3-25-11) 

19.1% 

4,788,371 shares Series A-
1 Convertible Participating 
Preferred Stock, convertible 
into 4,788,371 shares of 
common stock at $1.0441 
per share (acquired 8-19-05 
thru 6-15-08) 

80.0% 

80 shares common stock 
(acquired 8-31-79) 

1,600,000 

77,100,000 

– 

–

– 

100.0% 

Ballast Point Ventures II, 
L.P.

2.2% limited partnership 
interest (acquired 8-4-08 
thru 6-18-10) 

BankCap Partners Fund I, 
L.P.

5.5% limited partnership 
interest (acquired 7-14-06 
thru 11-30-11) 

CapitalSouth Partners Fund 
III, L.P. 

1.9% limited partnership 
interest (acquired 1-22-08 
and 11-16-11) 
¥CapStar Holdings   
Corporation 

500 shares common 
stock (acquired 6-10-10) 

1,725,000 

1,571,000 

5,850,470 

5,009,000 

1,331,256 

1,618,000 

3,703,619 

5,693,000 

†Publicly-owned company   ¥ Control investment   * Affiliated investment ‡Unrestricted securities as defined in Note (a) 

The accompanying Notes are an integral part of these Consolidated Financial Statements  
10 

 
 
 
CAPITAL SOUTHWEST CORPORATION AND SUBSIDIARIES 

CONSOLIDATED SCHEDULE OF INVESTMENTS 
(Unaudited) 
September 30, 2012 

Company

Equity (a)

Investment (b)

Cost

Value (c) 

Miscellaneous (continued) 

– 

Diamond State Ventures, 

57,400 

179,000 

L.P.
1.4% limited partnership 
interest (acquired 10-12-
99 thru 8-26-05) 

¥Discovery Alliance, LLC 
90.0% limited liability 
company (acquired  9-12-
08 thru 10-20-11) 

First Capital Group of Texas 
III, L.P. 

3.0% limited partnership 
interest (acquired 12-26-
00 thru 8-12-05) 

¥Humac Company 
1,041,000 shares 
common stock (acquired 
1-31-75 and 12-31-75) 

–

– 

100% 

1,180,000 

971,000 

778,895 

771,000 

–

168,000 

– 

†North American Energy 

236,986 

222,319 

Partners, Inc. 

77,194 shares common 

stock (acquired 8-20-12) 

–

STARTech Seed Fund I 

178,066 

34,000 

12.1% limited partnership 
interest (acquired 4-17-98 
thru 1-5-00) 

– 

STARTech Seed Fund II 

843,891 

           400,000 

3.2% limited partnership 
interest (acquired 4-28-00 
thru 2-23-05) 

–

Sterling Group Partners I, 
L.P.
1.7% limited partnership 
interest (acquired 4-20-01 
thru 1-24-05) 

827,056 

73,000 

TOTAL INVESTMENTS 

$94,915,797 

$536,268,755 

†Publicly-owned company   ¥ Control investment   * Affiliated investment ‡Unrestricted securities as defined in Note (a) 

The accompanying Notes are an integral part of these Consolidated Financial Statements  
11 

 
 
(a) 

Equity 

Notes to Consolidated Schedule of Investments 

The percentages in the “Equity” column express the potential equity interests held 
by Capital Southwest Corporation and Capital Southwest Venture Corporation (together, 
the “Company”) in each issuer.  Each percentage represents the amount of the issuer’s 
common  stock  the  Company  owns  or  can  acquire  as  a  percentage  of  the  issuer’s  total 
outstanding common stock, plus stock reserved for all warrants, convertible securities and 
employee stock options. 

(b) 

Investments 

Unrestricted securities (indicated by  ‡) are freely marketable securities having 
readily  available  market  quotations.    All  other  securities  are  restricted  securities,  which 
are  subject  to  one  or  more  restrictions  on  resale  and  are  not  freely  marketable.    At 
September 30, 2012 and March 31, 2012, restricted securities represented approximately 
69.6% and 56.9% of the value of the consolidated investment portfolio, respectively.  

Our  investments  are  carried  at  fair  value  in  accordance  with  the  Investment 
Company  Act  of  1940  (the  “1940  Act”)  and  FASB  Accounting  Standards  Codification™ 
(ASC)  Topic  820,  Fair  Value  Measurements  and  Disclosures.    In  accordance  with  the 
1940  Act,  unrestricted  minority-owned  publicly  traded  securities,  for  which  the  market 
quotations are readily available, are valued at the closing sale price for the NYSE listed 
securities  and  the  lower  of  the  closing  bid  price  or  the  last  sale  price  for  NASDAQ 
securities on the valuation date; other privately held securities are valued as determined 
in good faith by our Board of Directors. 

ASC  Topic  820  defines  fair  value  in  terms  of  the  price  that  would  be  received 
upon the sale of an asset or paid to transfer a liability in an orderly transaction between 
market  participants  at  the  measurement  date  (the  “exit  price”)  and  excludes  transaction 
costs.    Under  ASC  Topic  820,  the  fair  value  measurement  also  assumes  that  the 
transaction to sell an asset occurs in the principal market for the asset or, in the absence 
of a principal market, the most advantageous market for the asset.  The principal market 
is the market in which the reporting entity would sell or transfer the asset with the greatest 
volume and level of activity for the asset.  In determining the principal market for an asset 
or liability under ASC Topic 820, it is assumed that the reporting entity has access to the 
market as of the measurement date.   

(c) 

Value 

Debt Securities are generally valued on the basis of the price the security would 
command  in  order  to  provide  a  yield-to-maturity  equivalent  to  the  present  yield  of 
comparable debt instruments of similar quality.  Issuers whose debt securities are judged 
to  be  of  poor  quality  and  doubtful  collectability  may  instead  be  valued  by  assigning 
percentage  discounts  commensurate  with  the  quality  of  such  debt  securities.    Debt 
securities may also be valued based on the resulting value from the sale of the business 
at the estimated fair market value. 

Partnership  Interests,  Preferred  Equity  and  Common  Equity,  including
unrestricted marketable securities, are valued at the closing sale price for the NYSE listed 
securities  and  the  lower  of  the  closing  bid  price  or  the  last  sale  price  for  NASDAQ 
securities  on  the  valuation  date.  For  those  without  a  principal  market,  our  Board  of 
Directors  considers  the  financial  condition  and  operating  results  of  the  issuer;  the  long-
term potential of the business of the issuer; the market for and recent sales prices of the 
issuer’s  securities;  the  values  of  similar  securities  issued  by  companies  in  similar 
businesses;  and  the  proportion  of  the  issuer’s  securities  owned  by  the  Company.  

12 

Investments in certain entities that calculate net asset value per share (or its equivalent) 
and for which fair market value is not readily determinable are valued using the net asset 
value per share (or its equivalent, such as member units or ownership interest in partners’ 
capital to which a proportionate share of net assets is attributed) of the investment. 

Equity  Warrants  are  valued  on  the  basis  of  the  Black-Scholes  model  which 
defines the market value of a warrant in relation to the market price of its common stock, 
share price volatility, and time to maturity. 

(d) 

Agreements between Certain Issuers and the Company 

Agreements between certain issuers and the Company provide that the issuer will 
bear  substantially  all  costs  in  connection  with  the  Company  disposing  of  such  common 
stock, including those costs involved in registration under the Securities Act of 1933, but 
excluding  underwriting  discounts  and  commissions.    These  agreements  cover  common 
stock owned at September 30, 2012 and common stock which may be acquired thereafter 
through the exercise of warrants and conversion of debentures and preferred stock.  They 
apply  to  restricted  securities  of  all  issuers  in  the  investment  portfolio  of  the  Company 
except  securities  of  the  following  issuers  which  are  not  obligated  to  bear  registration 
costs:  Humac Company and The Whitmore Manufacturing Company. 

(e) 

Descriptions and Ownership Percentages 

The  descriptions  of  the  companies  and  ownership  percentages  shown  in  the 
Consolidated  Schedule  of  Investments  were  obtained  from  published  reports  and  other 
sources  believed  to  be  reliable.    Acquisition  dates  indicated  are  the  dates  specific 
securities  were  acquired,  which  may  differ  from  the  original  investment  dates.    Certain 
securities  were  received  in  exchange  for  or  upon  conversion  or  exercise  of  other 
securities previously acquired. 

13 

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3
1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dividend Reinvestment Plan Q&A 

What are the benefits of joining the Plan? 
As a participant in the Automatic Dividend Reinvestment and Optional Cash Contribution Plan 
(the “Plan”), your dividends are reinvested automatically.  Also, you may make cash contributions 
of $100 to $10,000 in any month to purchase additional shares of Capital Southwest Corporation 
stock for your Plan account.  Stock purchases are made on a pooled basis so transaction costs 
should be less than those associated with individual purchases of small numbers of shares. 

Who is eligible to join? 
Registered shareholders with 25 or more shares are eligible to join.  If your shares are held in the 
name of a broker or other nominee, you must instruct your broker or nominee to register the shares 
directly in your name in order to participate in the Plan. 

Is there any cost to participate in the Plan? 
You pay only your share of transaction costs, which are included in the price of purchased shares.  
Capital Southwest pays the costs of Plan administration. 

How does the automatic dividend reinvestment feature work? 
The Plan, available to all shareholders of record with 25 or more shares, provides a convenient 
way to acquire additional shares.  After you join, cash dividends paid on shares you own, including 
shares in your Plan account, or on a lesser number of shares you specify, will automatically be 
reinvested by American Stock Transfer & Trust Company (“AST”) as your agent. 

May I deposit Shares for safekeeping? 
Although not required, you may deposit share certificates registered in your name for addition to 
your Plan account.  The agent will automatically reinvest dividends on all shares in your Plan 
account.

How does the optional cash contribution feature work? 
To make voluntary cash purchases, you first must join the Plan and participate in the automatic 
dividend reinvestment feature.  Contributions for voluntary cash purchases of $100 to $10,000 in 
any month can then be made by sending a check to AST, together with the remittance form that 
accompanies each Plan account statement.  Contributions can also be made by completing an 
automatic cash withdrawal authorization form, enabling you to make regular monthly purchases 
with funds transferred from your bank account. 

What statements will I receive? 
Each time shares are purchased you will receive a statement showing the total shares in your Plan 
account, the amount of the latest reinvested dividend or optional cash contribution, the number of 
shares purchased and the price per share. 

How is information reported for income tax purposes? 
Reinvested dividends are subject to income tax to the same extent as if received in cash.  You will 
receive a Form 1099 with information regarding the federal income tax status of all dividends paid 
during the year. 

How would I terminate my participation in the Plan? 
You may terminate your participation at any time by giving notice to AST.  Upon termination, you 
will receive a certificate for the number of shares then held in your Plan account, plus a check for 
any fractional share interest.   

How do I join the Plan? 
Call Capital Southwest at (972) 233-8242 for a Plan brochure and authorization form.  Then, sign 
and return the authorization form to American Stock Transfer & Trust Company, Dividend 
Reinvestment Dept., P. O. Box 922 Wall Street Station, New York, NY 10269-0560.  Your name 
or names should be signed as they appear on your stock certificates.  You may register all of your 
shares in the Plan or such lesser number of shares (a minimum of 25) that you indicate. 

15

Officers 

Gary L. Martin, Chairman of the Board and President, joined Capital Southwest in 1972 and served as 
chief financial officer, subsequently serving as vice president and secretary-treasurer. From 1979 to 
2007, he served as president and chief executive officer of The Whitmore Manufacturing Company, a 
portfolio company of Capital Southwest. His previous experience includes a financial management 
position in the commercial development industry. He earned a BBA degree from the University of 
Oklahoma and is a retired CPA. 

Tracy L. Morris, Chief Operating Officer, Chief Financial Officer, Chief Compliance Officer, 
Corporate Secretary and Treasurer, joined Capital Southwest in 2007. Previously, she served as 
controller at Best Merchant Partners, LP, and Silverleaf Resorts, Inc. She also served in a staff position 
with Spector, Way & Company, a public accounting firm. She earned a BS in business administration 
from Millersville University of Pennsylvania and is a Certified Public Accountant. 

Glenn M. Neblett, Chief Investment Officer, joined Capital Southwest in 2010 and leads the firm's 
investment activities. Previously, he served as director in the corporate finance and financial sponsors 
groups at Houlihan Lokey, where he advised clients in mergers and acquisitions, private placements and 
restructurings. He earned undergraduate and graduate degrees from Baylor University and is a 
Chartered Financial Analyst and a Certified Public Accountant. 

William M. Ashbaugh, Senior Vice President,  joined Capital Southwest in 2001 and leads the firm's 
investment activities in the energy services and products sector. Previously, he served as managing 
director in the corporate finance departments of Hoak Breedlove Wesneski & Co., Principal Financial 
Securities, Inc., and Southwest Securities, and as first vice president, Corporate Finance, with Rauscher 
Pierce Refsnes (now RBC Dain Rauscher). Mr. Ashbaugh’s experience includes direction of public 
offerings, private placements and merger and acquisition transactions. He earned an MBA summa cum 
laude from The University of Texas at Austin and a BS summa cum laude from Texas A&M University. 

Henry J. Gohlke, Vice President, joined Capital Southwest in 2012 and leads the firm's 
investment activities in the specialty chemicals and products sector. He has more than 30 years of 
engineering, market research, change management and financial analysis experience. He is a 
subject matter expert in fire protection of standard and seismic expansion joints and through-
penetrations. He previously served as Principal at Sebesta Blomberg and Vice President of 
Corporate Development at The RectorSeal Corporation. Mr. Gohlke earned his MBA in Finance 
from Baker College of Advanced Studies and a BSME from the University of Oklahoma. He is 
completing a PhD from Walden University. 

Matthew B. Golden, Vice President, joined Capital Southwest in 2012 and leads the firm's 
investment activities in the industrial technologies sector. Previously, he was Vice President at 
Hunt Investment Group, a Dallas-based private equity firm affiliated with Ray L. Hunt. He has 
also served in finance and operations capacities at Human Code, Inc. and as an investment banker 
for Merrill Lynch in New York. Mr. Golden received his MBA from the Wharton School at the 
University of Pennsylvania and a BBA in Accounting from the University of Texas at Austin.

Ray D. Schwertner, Vice President, joined Capital Southwest in 2009. Previously, he served as 
president and chief executive officer of The Whitmore Manufacturing Company, a portfolio 
company of Capital Southwest, from 2007 to 2009 and as secretary-treasurer from 1990 to 2007. 
His earlier experience includes a financial management position in the manufacturing industry 
and public accounting. He earned a BBA from Angelo State University and is a Certified Public 
Accountant.

C. Scott Shedd, Vice President, joined Capital Southwest in 2012. Previously, he worked in 
technology consulting group at Trading Technologies, Widepoint Corporation, IBM and 
Accenture. He also served in investment banking group at Jefferies & Company in New York 
City and three years at Blackland Group, LLC, an aerospace and defense focused private equity 
firm.  Mr. Shedd holds an MBA from the Kellogg School of Management at Northwestern 
University and a BA in Computer Science from Indiana University.

16

Dallas, Texas

Dallas, Texas

t r a n s f e r a g e n t 
American Stock Transfer 
& Trust Company, LLC
New York, New York
T (800) 937-5449
www.amstock.com

Bellaire, Texas

e x c h a n g e 
Listed on NASDAQ for 40 years 

t i c k e r s y m Bo l   
CSWC

Sanibel, Florida

Dallas, Texas

i n d e p e n d e n t  p u B l i c a c c o u n ta n t s   
Grant Thornton LLP
Dallas, Texas 

l e g a l   c o u n s e l   
Locke Lord LLP
Dallas, Texas

a n n u a l   m e e t i n g   
July 15, 2013, 10:00 a.m.
North Dallas Bank Building
12900 Preston Road, Suite 210
Dallas, Texas 75230 

c o n ta c t i n f o r m at i o n   
Capital Southwest Corporation 
12900 Preston Road, Suite 700 
Dallas, Texas 75230 
T (972) 233-8242 
F (972) 233-7362 
www.capitalsouthwest.com

corporate information

B o a r d  o f d i r e c t o r s 

Gary L. Martin 
Chairman of the Board 
and President of the Corporation

Samuel B. Ligon 
Investments

T. Duane Morgan 
Vice President, Gardner Denver, Inc. 
President, Engineered Products Group

Richard F. Strup 
Investments

John H. Wilson 
President, U.S. Equity Corporation

o f f i c e r s 

Gary L. Martin 

Tracy L. Morris 

Glenn M. Neblett 

Chairman of the Board
and President of the Corporation

Chief Operating Officer, 
Chief Financial Officer, 
Chief Compliance Officer, 
Secretary and Treasurer

Chief Investment Officer,
Senior Vice President

William M. Ashbaugh 

Senior Vice President

Henry J. Gohlke 

Matthew B. Golden 

Ray D. Schwertner 

C. Scott Shedd 

Vice President

Vice President

Vice President

Vice President

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12900 Preston Road, Suite 700 
Dallas, Texas 75230 
972-233-8242

www.capitalsouthwest.com

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