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, 2012 - JUNE 30, 2013
| ITEM 1. | PROXY VOTING RECORD. |
Issuer Name: Doral Financial
Ticker: DRL
CUSIP: 25811P886
| Meeting Date: | June 19, 2013 | 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 | ||||
| 4 | Authorization and approval an amendment to the restated certificate of incorporation, as amended, to effect a reverse stock split of the corporation’s outstanding common stock at a ratio within a range of 1-for-15 to 1-for-25, together with the corresponding proportional reduction in the number of authorized shares of common stock: | Issuer | For | For | ||||
| 5 | Approve the adjournment or postponent of the annual meeting of the stockholders to a later date or dates, if necessary to solicit additional proxies | Issuer | For | For |
Issuer Name: Hawaiian Telecom Holdco, Inc
Ticker: HCOM
CUSIP: 420031-106
| Meeting Date: | May 3, 2013 | Meeting Type: Annual |
| Proposal | Mgmt | Vote | ||||||
| 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 2013: | Issuer | For | For |
Issuer Name: Dialogic, Inc.
Ticker: DLGC
CUSIP: 25250T100
| Meeting Date: | August 8, 2012 | Meeting Type: Annual |
| Mgmt | Vote | |||||||
| Proposal | Proposed By | Rec | Cast | |||||
| 1 | Elect the following directors for a year term: | |||||||
| Dion Joannou | Issuer | For | For | |||||
| Patrick S. Jones | Issuer | For | For | |||||
| W. Michael West | Issuer | For | For | |||||
| 2 | To approve the issuance of shares of Dialogic Inc.’s common stock issuable upon the exercise of warrants issued pursuant to the subscription agreement entered into by and among Dialogic Inc. and certain investors on March 22, 2012 as amended, as described in the accompanying proxy statement | Issuer | For | For | ||||
| 3 | To approve the issuance of shares of Dialogic Inc.’s common stock issuable upon the conversion of convertible notes issued pursuant to the securities purchase agreement entered into by and among Dialogic Inc. and certain investors on April 11, 2012 as amended, as described in the accompanying proxy statement | Issuer | For | For | ||||
| 4 | To approve a stock option exchange program that will eligible employees and directors to surrender outstanding stock options for cancellation in exchange for a new stock option to purchase a lesser number of shares, as described in the accompanying proxy statement. | Issuer | For | For | ||||
| 5 | To approve an amendment to the Company’s 2006 Equity Incentive Plan to, among other things, increase the aggregate number of shares of common stock authorized for issuance under the plan by 1,600,000 shares and to approve plan’s performance criteria and award limits. | Issuer | For | For | ||||
| 6 | Vote to ratify the selection by the Audit Committee of the Board of Directors of KPMG LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2011.2 | Issuer | For | For |
Issuer Name: Dialogic, Inc.
Ticker: DLGC
CUSIP: 25250T2096
| Meeting Date: | September 14, 2012 | Meeting Type: Special |
| Mgmt | Vote | |||||||
| Proposal | Proposed By | Rec | Cast | |||||
| 1 | To amend the Company’s certificate of incorporation to effect a reverse split of the Company’s outstanding shares of common stock by a ratio of five (5) to (1), without further approval or authorization of the Company’s stockholders | Issuer | For | For | ||||
| 2 | To approve a proposed stock option exchange program that will permit eligible employees, officer and directors to surrender certain outstanding stock option for cancellation in exchange for new stock options, as described in the accompanying proxy statement | Issuer | For | For |
Issuer Name: Dialogic, Inc.
Ticker: DLGC
CUSIP: 25250T100
| Meeting Date: | May 29, 2013 | Meeting Type: Annual |
| Mgmt | Vote | |||||||
| Proposal | Proposed By | Rec | Cast | |||||
| 1 | Elect the following directors for a year term: | |||||||
| Kevin Cook | Issuer | For | For | |||||
| Giovani Richard Piasentin | Issuer | For | For | |||||
| 2 | To approve the issuance of shares of the company’s common stock issued pursuant to a certain subscription agreement entered into by and among the Company and certain investors on February 7, 2013 as described in the accompanying proxy statement | Issuer | For | For | ||||
| 3 | To approve a proposed stock option exchange program that will permit eligible employees, officers and directors to surrender certain outstanding stock options for cancellation in exchange for new stock awards, as described in the accompanying proxy statement. | Issuer | For | For | ||||
| 4 | To approve on an advisory basis, the compensation of the company’s named executed officer, as disclosed in the accompanying proxy statement | Issuer | For | For | ||||
| 5 | To indicate, on an advisory basis, the preferred frequency of stockholder advisory votes on the compensation of the Company’s named executive officers | 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: Chief Compliance Officer | ||
| Date: as of August 30, 2013 | ||