UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 2, 2024 (January 30, 2024)
Prospect Floating Rate and Alternative Income Fund, Inc.
(Exact name of registrant as specified in its charter)
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Maryland | | 814-00908 | | 45-2460782 |
(State or other jurisdiction | | (Commission File Number) | | (IRS Employer |
of incorporation) | | | | Identification No.) |
10 East 40th Street, 42nd Floor, New York, New York 10016
(Address of principal executive offices, including zip code)
(212) 448-0702
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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o | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | Trading symbol | Name of each exchange on which registered |
None | None | None |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
o Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o
Item 1.01 Entry into a Material Definitive Agreement.
On January 30. 2024, Prospect Floating Rate and Alternative Income Fund, Inc. (the “Company”) entered into the first amendment (the “First Amendment”) to the Senior Secured Revolving Credit Agreement (the “Senior Secured Revolving Credit Agreement”), by and among the Company, as borrower, the lenders party thereto, and Sumitomo Mitsui Banking Corporation, as administrative agent.
Among other changes, the First Amendment amends the original Senior Secured Revolving Credit Agreement, dated September 21, 2023, to provide for an increase in the aggregate commitment from $20,000,000 to $65,000,000.
The foregoing summary of the First Amendment is qualified in its entirety by the full text of the First Amendment filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant.
The information contained in Item 1.01 to this Current Report on Form 8-K is by this reference incorporated in this Item 2.03.
Item 3.02 Unregistered Sales of Equity Securities.1
On January 30, 2024, the Company accepted a subscription agreement from Prospect Capital Management L.P., the Company’s investment adviser, for the sale of $10.0 million of the Company’s Class A common stock, $0.001 par value per share (the “Shares”), at a purchase price per Share equal to the Company’s net asset value per Share as of January 31, 2024. No underwriting discounts or commissions have been or will be paid in connection with the sale of the Shares. The Shares are to be issued as of February 1, 2024. The offer and sale of these Shares are exempt from the registration requirements of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) thereof and Regulation D thereunder.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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Dated: February 2, 2024 | | Prospect Floating Rate and Alternative Income Fund, Inc. |
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| | By | | /s/ M. Grier Eliasek |
| | | | M. Grier Eliasek Chief Executive Officer
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