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) September 20, 2021 (September 20, 2021)
ANGEL OAK FINANCIAL STRATEGIES INCOME TERM TRUST
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 811-23358 | | 83-1328557 |
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(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| |
3344 Peachtree Road NE, Suite 1725 Atlanta, Georgia | | 30326 |
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| (Address of principal executive offices) | | (Zip Code) |
Registrants telephone number, including area code (404) 953-4900
(Former name or former address, if changed since last report.)
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:
| | |
☐ | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | | 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(s) | | Name of each exchange on which
registered |
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| Common Shares of Beneficial Interest | | FINS | | New York Stock Exchange |
| Subscription Rights for Common Shares | | FINS.RT | | New York Stock Exchange |
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).
☐ 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 new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01. | Entry into a Material Definitive Agreement. |
On September 20, 2021, Angel Oak Financial Strategies Income Term Trust (NYSE: FINS) (the “Trust”) entered into a dealer manager agreement (the “Dealer Manager Agreement”) by and among the Trust, Angel Oak Capital Advisors, LLC and UBS Securities LLC in connection with the issuance by the Trust to the holders of record (the “Record Date Shareholders”) at the close of business on September 20, 2021 (the “Record Date”) transferable rights (each a “Right” and, collectively, the “Rights”) entitling such Record Date Shareholders to subscribe for up to 5,076,333 common shares of beneficial interest, par value $0.001 per share (the “Common Shares”), of the Fund (the “Offer”). The Record Date Shareholders will receive one Right for each outstanding Common Share owned on the Record Date. The Rights entitle the holders to purchase one new Common Share for every three Rights held (1 for 3). Record Date Shareholders who fully exercise their Rights will be entitled to subscribe, subject to certain limitations and subject to allotment, for additional Common Shares covered by any unexercised Rights. Any Record Date Shareholder who owns fewer than three Common Shares as of the close of business on the Record Date is entitled to subscribe for one full Common Share in the Offer.
The Offer is being made pursuant a prospectus supplement, dated September 20, 2021, and the accompanying prospectus, dated September 9, 2021, each of which constitute part of the Trust’s effective shelf registration statement on Form N-2 (File No. 333-240132) previously filed with the Securities and Exchange Commission (the “Registration Statement”).
The foregoing description of the Dealer Manager Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Dealer Manager Agreement filed with this report as Exhibit 1.1 and incorporated herein by reference.
In connection with the Offer, the Trust entered into a Subscription Agent Agreement dated as of September 15, 2021 with Computershare Inc. and Computershare Trust Company, N.A. (“Subscription Agent Agreement”), and an Information Agent Agreement dated as of August 12, 2021 with Georgeson LLC (“Information Agent Agreement”) to provide services with respect to the Offer.
The foregoing description is only a summary of the Subscription Agent Agreement and Information Agent Agreement and is qualified in its entirety by reference to the text of the Subscription Agent Agreement filed with this report as Exhibit 10.1 and incorporated herein by reference and Information Agent Agreement filed with this report as Exhibit 10.2 and incorporated herein by reference.
On September 20, 2021, the Trust commenced the Offer pursuant to the Registration Statement. A copy of the opinion of Dechert LLP relating to the legality of the Offer is filed as Exhibit 5.1 to this report.
The Trust incorporates by reference the exhibits filed herewith into the Registration Statement.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
SIGNATURE
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 hereunto duly authorized.
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| | Angel Oak Financial Strategies Income Term Trust |
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| Date: September 20, 2021 | | By: | | /s/ Dory S. Black |
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| | Name: | | Dory S. Black |
| | Title: | | President |
