XAI Octagon Floating Rate & Alternative Income Trust filed SEC Form 8-K: Unregistered Sales of Equity Securities
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Item 3.02. Unregistered Sale of Equity Securities
As previously disclosed, on June 10, 2024, XAI Octagon Floating Rate & Alternative Income Trust (NYSE: XFLT) (the “Trust”) entered into a purchase agreement (the “Purchase Agreement”) between the Trust, Eagle Point Credit Management LLC and the purchasers named therein (the “Purchasers”), in connection with the issuance and sale of up to 1,800,000 shares of the Trust’s 6.95% Series II 2029 Convertible Preferred Shares, liquidation preference of $25.00 (the “Series II 2029 Convertible Preferred Shares”), at a price equal to $23.25 per Series II 2029 Convertible Preferred Share, in one or more transactions exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933 on or before December 10, 2025.
On July 31, 2024, the Trust issued and sold to the Purchasers 400,000 Series II 2029 Convertible Preferred Shares. The Trust received net proceeds (before expenses) of approximately $9.3 million.
Immediately after giving effect to the issuance and sale of Series II 2029 Convertible Preferred Shares on July 31, 2024, the Trust has issued and outstanding 800,000 Series II 2029 Convertible Preferred Shares.
For a description of the Series II 2029 Convertible Preferred Shares see the Trust’s Form 8-K filed on June 14, 2024 and the full text of the Statement of Preferences of Term Preferred Shares filed therewith as Exhibit 3.1. A copy of the Purchase Agreement was filed as Exhibit 10.1 to the Trust’s Form 8-K filed on June 14, 2024.
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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.
| XAI OCTAGON FLOATING RATE & ALTERNATIVE INCOME TRUST | ||
| Date: August 1, 2024 | By: | /s/ Benjamin D. McCulloch |
| Name: | Benjamin D. McCulloch | |
| Title: | Secretary and Chief Legal Officer | |
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