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): October 3, 2019
TP Flexible Income Fund, Inc.
(Exact name of registrant as specified in its charter)
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Maryland |
814-00908 |
45-2460782 |
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(State or other jurisdiction of |
Commission File Number |
(I.R.S. Employer |
10 East 40th Street, 42nd Floor
New York, NY 10016
(Address of principal executive offices)
(212) 448-0702
(Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||
| None | Not applicable | Not applicable |
Item 2.02. Results of Operations and Financial Condition.
On October 3, 2019, the board of directors (the “Board”) of TP Flexible Income Fund, Inc. (the “Company”) declared distributions for the months of October and November 2019, which reflect an annualized distribution rate of 6.0%. The distributions have weekly record dates as of the close of business of each week in October and November 2019 and equal a weekly amount of $0.01310 per share of common stock. The distributions will be payable monthly to stockholders of record as of the weekly record dates set forth below.
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Record Date |
Payment Date |
Distribution Amount |
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10/04/2019 |
10/31/2019 |
$0.01310 |
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10/11/2019 |
10/31/2019 |
$0.01310 |
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10/18/2019 |
10/31/2019 |
$0.01310 |
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10/25/2019 |
10/31/2019 |
$0.01310 |
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11/01/2019 |
12/05/2019 |
$0.01310 |
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11/08/2019 |
12/05/2019 |
$0.01310 |
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11/15/2019 |
12/05/2019 |
$0.01310 |
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11/22/2019 |
12/05/2019 |
$0.01310 |
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11/29/2019 |
12/05/2019 |
$0.01310 |
Certain Information About Distributions
The determination of the tax attributes of the Company’s distributions is made annually as of the end of the Company’s fiscal year based upon its taxable income and distributions paid, in each case, for the full year. Therefore, a determination as to the tax attributes of the distributions made on a weekly, monthly or quarterly basis may not be representative of the actual tax attributes for a full year. The Company intends to update shareholders quarterly with an estimated percentage of its distributions that resulted from taxable ordinary income. The actual tax characteristics of distributions to shareholders will be reported to shareholders annually on a Form 1099-DIV. The payment of future distributions on the Company’s common stock is subject to the discretion of the Board and applicable legal restrictions, and therefore, there can be no assurance as to the amount or timing of any such future distributions.
The Company may fund its cash distributions to shareholders from any sources of funds available to it, including offering proceeds, borrowings, net investment income from operations, capital gains proceeds from the sale of assets, non-capital gains proceeds from the sale of assets, dividends or other distributions paid to it on account of preferred and common equity investments in portfolio companies and expense reimbursements from Prospect Flexible Income Management, LLC (“PFIM”), which are subject to recoupment. If distributions exceed the Company’s net investment income or earnings, a portion of the distributions made by the Company may represent a return of capital for tax purposes. PFIM has no obligation to provide expense reimbursements to the Company in future periods. There can be no assurance that the Company will be able to pay distributions at a specific rate or at all.
The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
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: October 7, 2019 |
TP Flexible Income Fund, Inc. |
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By |
/s/ M. Grier Eliasek |
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M. Grier Eliasek |
Exhibit 99.1
TP Flexible Income Fund Announces Distributions for October and November 2019
NEW YORK, October 7, 2019 /PRNewswire/ -- TP Flexible Income Fund, Inc. (“FLEX” or the “Fund”) announced today its monthly cash distributions to stockholders for October and November 2019 at an annualized distribution rate of 6.0%. The distributions have weekly record dates and are payable monthly to the stockholders of record as of the close of business of each week in October and November 2019. The declared distributions equal a weekly amount of $0.01310 per share of common stock.
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Distributions for the October 4, 11, 18 and 25 record dates will be paid on or around October 31, 2019.
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Distributions for the November 1, 8, 15, 22 and 29 record dates will be paid on or around December 5, 2019. |
About TP Flexible Income Fund, Inc.
FLEX is a publicly registered non-traded business development company and is the surviving entity of a merger between Pathway Capital Opportunity Fund, Inc. and Triton Pacific Investment Corporation, Inc., which was completed on March 31, 2019.
About Prospect
FLEX is managed by Prospect Flexible Income Management LLC, which is a controlled affiliate of Prospect Capital Management L.P. (“PCM”). PCM is an SEC-registered investment adviser that, along with its predecessors and affiliates, has a 30-year history of investing in and managing high-yielding debt and equity investments using both private partnerships and publicly traded closed-end structures. PCM and its affiliates employ a team of approximately 100 professionals who focus on credit-oriented investments yielding attractive current income. PCM has $6.5 billion of assets under management as of June 30, 2019.
Additional Information
Past performance is not indicative of future performance. Our distributions may exceed our earnings, and therefore, portions of the distributions that we make may be a return of the money that investors originally invested and represent a return of capital to investors for tax purposes. Such a return of capital is not immediately taxable, but reduces investor tax basis in FLEX shares, which may result in higher taxes for investors even if shares are sold at a price below original investment.
This information is not, and should not be deemed to construe, an offer to sell or a solicitation of an offer to purchase any security. Offers will only be made through a qualified prospectus to suitable investors and where permitted by law. BDCs involve substantial costs and investors should review the prospectus regarding fees and expenses. There are no guarantees that investment objectives will be met.
Investors should consider the investment objective and policies, risk considerations, charges and ongoing expenses of an investment carefully before investing. The prospectus contains this and other information relevant to an investment in FLEX. Please read the prospectus carefully before you invest or send money. To obtain a prospectus, please contact your investment representative or Triton Pacific Securities, LLC at 949-429-8500.
Forward-Looking Statements
This press release may contain certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the future performance of FLEX. Words such as “believes,” “expects,” “projects,” and “future” or similar expressions are intended to identify forward-looking statements. Any such statements, other than statements of historical fact, are highly likely to be affected by unknowable future events and conditions, including elements of the future that are or are not under the control of FLEX and that FLEX may or may not have considered; accordingly, such statements cannot be guarantees or assurances of any aspect of future performance. Actual developments and results are highly likely to vary materially from any forward-looking statements. Such statements speak only as of the time when made, and FLEX undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Triton Pacific Securities, LLC
Brian Buehler
President & CEO
949-429-8500
Securities Offered Through Triton Pacific Securities, LLC | Dealer Manager | Member FINRA/SIPC