Business Context and Reporting Period
This Form 8-K is a current report filed by XAI Octagon Floating Rate & Alternative Income Term Trust (NYSE: XFLT) on December 2, 2021. The filing discloses the entry into a material definitive agreement and the commencement of a new securities offering.
Key Financial Metrics
The filing does not provide specific financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on the authorization and commencement of a capital raising activity.
Material Changes and New Agreements
- At-the-Market Offering: On December 1, 2021, the Trust entered into an amended and restated distribution agreement with Foreside Fund Services, LLC.
- Offering Size: The Trust may offer and sell up to 11,367,051 common shares of beneficial interest.
- Pricing Mechanism: Sales will be conducted "at the market" with a minimum price equal to the current net asset value per share plus the distributor's commission.
- Sub-Placement Agent: UBS Securities LLC was appointed as the sub-placement agent under an amended agreement dated December 1, 2021.
- Commencement: The offering officially commenced on December 2, 2021.
Guidance, Outlook, and Risks
The filing does not contain management guidance, financial outlook, or specific risk factors beyond the standard legal disclosures associated with the offering. The offering is made pursuant to a prospectus supplement dated December 1, 2021, and a prospectus dated February 2, 2021, which are incorporated by reference.
Investor Verification Checklist
- Verify the current Net Asset Value (NAV) per share to understand the minimum pricing floor for the new offering.
- Review the full text of the Amended and Restated Distribution Agreement (Exhibit 1.1) for specific commission rates and termination clauses.
- Examine the prospectus supplement dated December 1, 2021, for detailed use of proceeds and updated risk factors.
- Confirm the total number of outstanding shares post-offering to assess potential dilution.