UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-21603
SPECIAL VALUE OPPORTUNITIES FUND, LLC
(Exact Name of Registrant as Specified in Charter)
2951 28TH STREET, SUITE 1000
SANTA MONICA, CALIFORNIA 90405
(Address of Principal Executive Offices) (Zip Code)
ELIZABETH GREENWOOD, SECRETARY
SPECIAL VALUE OPPORTUNITIES FUND, LLC
2951 28TH STREET, SUITE 1000
SANTA MONICA, CALIFORNIA 90405
(Name and Address of Agent for Service)
Registrant's telephone number, including area code: (310) 566-1000
Copies to:
RICHARD T. PRINS, ESQ.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
FOUR TIMES SQUARE
NEW YORK, NEW YORK 10036
Date of fiscal year end: DECEMBER 31
Date of reporting period: JULY 1, 2011 - JUNE 30, 2012
ITEM 1. PROXY VOTING RECORD.
| Issuer Name: Doral Financial Corp. | ||||||
| Ticker: | DRL | |||||
| CUSIP: | 25811P886 | |||||
| Meeting Date: June 13, 2012 | Meeting Type: | Annual | ||||
| Mgmt | Vote | |||||
| Proposal | Proposed By | Rec | Cast | |||
| 1 | Elect the following seven directors for a year term: | |||||
| Dennis G. Buchert | Issuer | For | For | |||
| James E. Gilleran | Issuer | For | For | |||
| Douglas L. Jacobs | Issuer | For | For | |||
| David E. King | Issuer | For | For | |||
| Gerard L. Smith | Issuer | For | For | |||
| Glen R. Wakeman | Issuer | For | For | |||
| 2 | Ratification of Appointment of PricewaterhouseCoopers LLP as Independent Registered Public Accounting Firm for 2012: | Issuer | For | For | ||
| 3 | Advisory Vote on the Compensation of Our: | |||||
| Named Executive Officers | Issuer | For | For | |||
| Issuer Name: Hawaiian Telcom Holdco, Inc. | ||||||
| Ticker: | HCOM | |||||
| CUSIP: | 420031-106 | |||||
| Meeting Date: May 11, 2012 | Meeting Type: | Annual | ||||
| Mgmt | Vote | |||||
| Proposal | Proposed By | Rec | Cast | |||
| 1 | Elect the following seven directors for a year term: | |||||
| Richard A. Jalkut | Issuer | For | For | |||
| Kurt M. Cellar | Issuer | For | For | |||
| Walter A. Dods, Jr. | Issuer | For | For | |||
| Warren H. Haruki | Issuer | For | For | |||
| Steven C. Oldham | Issuer | For | For | |||
| Bernard R. Phillips III | Issuer | For | For | |||
| Eric K. Yeaman | Issuer | For | For | |||
| 4 | To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2012: | |||||
| Issuer | For | For | ||||
| Issuer Name: Online Resources Corporation | ||||||
| Ticker: | ORCC | |||||
| CUSIP: | 68273G-101 | |||||
| Meeting Date: | June 13, 2012 | Meeting Type: Annual | ||||
| Mgmt | Vote | |||||
| Proposal | Proposed By | Rec | Cast | |||
| 1 | Elect the following nominees to the Class III Directors of the Company | |||||
| John C. Dorman | Issuer | For | For | |||
| Edward D. Horowitz | Issuer | For | For | |||
| Bruce A. Jaffe | Issuer | For | For | |||
| 2 | To ratify KPMG LLP as independent auditors for the year ending December 31, 201 | Issuer | For | For | ||
| 3 | Advisory vote to approve named executive officer Compensation | Issuer | For | For | ||
| 4 | Amendment to the Company’s amended and restated 2005 restricted stock and option plan to increase the maximum number of authorized shares reserved under and subject to the plan | Issuer | For | For | ||
| Issuer Name: International Wire Group, Inc. | ||
| Ticker: ITWG | ||
| CUSIP: 460586100 | ||
| Meeting Date: July 21, 2011 | Meeting Type: Annual |
| Mgmt | Vote | |||
| Proposal | Proposed By | Rec | Cast |
| 1 | Elect the following nominees to the Board of Directors: |
| Rodney D. Kent* | Issuer | For | For | |
| Hugh Steven Wilson* | Issuer | For | For | |
| Peter Blum* | Issuer | For | For | |
| David M. Gilchrist, Jr.* | Issuer | For | For | |
| Peter Reed* | Issuer | For | For | |
| Philip Raygorodetsky* | Issuer | For | For | |
| Rodney D. Kent** | Issuer | For | For | |
| Hugh Steven Wilson** | Issuer | For | For | |
| Peter Blum** | Issuer | For | For | |
| David M. Gilchrist, Jr.** | Issuer | For | For | |
| Peter Reed** | Issuer | For | For | |
| Philip Raygorodetsky** |
| * | Nominees for International Wire Group Holdings, Inc |
| ** | Nominees for International Wire Group, Inc |
| 3 | To approve an amendment to the articles of incorporation |
| International Wire Group Holdings, Inc. | Issuer | For | For | |
| 4 | To approve an amendment to the articles of incorporation International Wire Group, Inc. | Issuer | For | For |
| 5 | To ratify the selection of Deloitte & Touche LLP as independent Auditors of International Wire Group Holdings, Inc. | Issuer | For | For |
| 6 | To ratify the selection of Deloitte & Touche LLP as independent Auditors of International Wire Group, Inc. | Issuer | For | For |
| Issuer Name: International Wire Group, Inc. | ||||||
| Ticker: | ITWG | |||||
| CUSIP: | 460586100 | |||||
| Meeting Date: | June 14, 2012 | Meeting Type: Annual | ||||
| Mgmt | Vote | |||||
| Proposal | Proposed By | Rec | Cast | |||
| 1 | Elect the following nominees to the Board of Directors: | |||||
| Rodney D. Kent* | Issuer | For | For | |||
| Hugh Steven Wilson* | Issuer | For | For | |||
| Peter Blum* | Issuer | For | For | |||
| David M. Gilchrist, Jr.* | Issuer | For | For | |||
| Peter Reed* | Issuer | For | For | |||
| Philip Raygorodetsky* | Issuer | For | For | |||
| Rodney D. Kent** | Issuer | For | For | |||
| Hugh Steven Wilson** | Issuer | For | For | |||
| Peter Blum** | Issuer | For | For | |||
| David M. Gilchrist, Jr.** | Issuer | For | For | |||
| Peter Reed** | Issuer | For | For | |||
| Philip Raygorodetsky** | ||||||
| * Nominees for International Wire Group Holdings, Inc | ||||||
| ** Nominees for International Wire Group, Inc | ||||||
| 3 | To ratify the selection of Deloitte & Touche LLP as independent | |||||
| Auditors of International Wire Group Holdings, Inc. | Issuer | For | For | |||
| 4 | To ratify the selection of Deloitte & Touche LLP as independent | |||||
| Auditors of International Wire Group, Inc. | Issuer | For | For | |||
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Special Value Opportunities Fund, LLC
By: /s/ Elizabeth Greenwood
----------------------------------
Name: Elizabeth Greenwood
Title: Secretary and Chief Compliance Officer
Date: August 27, 2012
