0001521945-21-000059.txt : 20210513 0001521945-21-000059.hdr.sgml : 20210513 20210513144341 ACCESSION NUMBER: 0001521945-21-000059 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210512 ITEM INFORMATION: Other Events FILED AS OF DATE: 20210513 DATE AS OF CHANGE: 20210513 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Prospect Flexible Income Fund, Inc. CENTRAL INDEX KEY: 0001521945 IRS NUMBER: 452460782 FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 814-00908 FILM NUMBER: 21918772 BUSINESS ADDRESS: STREET 1: 10 EAST 40TH STREET, 42ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 212-448-0702 MAIL ADDRESS: STREET 1: 10 EAST 40TH STREET, 42ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 FORMER COMPANY: FORMER CONFORMED NAME: TP Flexible Income Fund, Inc. DATE OF NAME CHANGE: 20190401 FORMER COMPANY: FORMER CONFORMED NAME: Triton Pacific Investment Corporation, Inc. DATE OF NAME CHANGE: 20110607 FORMER COMPANY: FORMER CONFORMED NAME: Triton Pacific Investment Company, Inc. DATE OF NAME CHANGE: 20110527 8-K 1 a13may2021flex8-k.htm 8-K Document

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): May 7, 2021
 
Prospect Flexible Income Fund, Inc.
(Exact name of registrant as specified in its charter)
Maryland814-0090845-2460782
(State or other jurisdiction of
incorporation or organization)
Commission File Number(I.R.S. Employer
Identification No.)

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:
 
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:
Title of each class Trading Symbol(s) 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).
☐    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.  ☐




Item 2.02. Results of Operations and Financial Condition.
Declaration of Monthly Cash Distributions
    On May 7, 2021, the Board of Directors of Prospect Flexible Income Fund, Inc. (the "Company") declared distributions for the months of June 2021, July 2021, and August 2021, which reflect a targeted annualized distribution rate of 7.94% based on the current net asset value per share for the third fiscal quarter ended March 31, 2021. The distributions have weekly record dates as of the close of business of each week in June 2021, July 2021, and August 2021 and equal a weekly amount of $0.01301 per share of common stock. The distributions will be payable monthly to stockholders of record as of the weekly record dates set forth below.
Record DatePayment DateDistribution Amount
06/04/202107/02/2021$0.01301
6/11/202107/02/2021$0.01301
6/18/202107/02/2021$0.01301
6/25/202107/02/2021$0.01301
07/02/202108/06/2021$0.01301
07/09/202108/06/2021$0.01301
07/16/202108/06/2021$0.01301
07/23/202108/06/2021$0.01301
07/30/202108/06/2021$0.01301
08/06/202109/03/2021$0.01301
08/13/202109/03/2021$0.01301
08/20/202109/03/2021$0.01301
08/27/202109/03/2021$0.01301
 
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 of Directors 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 Capital Management, L.P. (“PCM”), 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. PCM 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.

On May 12, 2021, the Company issued a press release regarding the foregoing. The text of this press release is included as Exhibit 99.1 to this Form 8-K.

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
Exhibit No.Description
Press Release, dated May 12, 2021





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.
Dated: May 13, 2021Prospect Flexible Income Fund, Inc.
By/s/ M. Grier Eliasek
M. Grier Eliasek
Chief Executive Officer
(Principal Executive Officer)



EX-99.1 2 pressreleasemay132021.htm EX-99.1 Document

Prospect Flexible Income Fund (“FLEX”) Announces Distributions for June 2021,
July 2021, and August 2021
 
NEW YORK, May 12, 2021 /PRNewswire/ -- Prospect Flexible Income Fund, Inc. (“FLEX”, “Fund”, “we”, “us” or “our”) recently announced its financial results for the third fiscal quarter ended March 31, 2021.

The Fund announced its net asset value (“NAV”) per share is $8.54, representing approximately a 6.1% increase in NAV per share compared to the NAV per share as of the quarter ended March 31, 2020.

The Fund also declared a steady monthly cash distributions to stockholders for June 2021, July 2021, and August 2021 representing an annualized distribution rate of 7.94% based on the March 31, 2021 NAV per share.

The declared distributions have weekly record dates and are payable monthly to the stockholders of record as of the close of business of each week in June 2021, July 2021, and August 2021. Such distributions equal a weekly amount of $0.01301 per share of common stock (representing $0.16913 per common share on a quarterly basis) as follows:

Monthly Cash Shareholder DistributionRecord DatesPayment Date on or aboutMonthly Total Amount ($ per share)
June 2021June 4, 11, 18, and 25, 2021July 2, 2021$ 0.05204
July 2021July 2, 9, 16, 23, and 30, 2021August 6, 2021$ 0.06505
August 2021August 6, 13, 20, and 27, 2021September 3, 2021$ 0.05204

For additional information, see the Fund's quarterly report on Form 10-Q available at www.prospectflex.com.

About Prospect Flexible Income Fund, Inc.

FLEX is a publicly registered, non-traded business development company. FLEX invests primarily in senior and secured credit of privately owned U.S. middle market companies. FLEX’s objective is to generate current income and, as a secondary objective, capital appreciation, by targeting investment opportunities with favorable risk-adjusted returns. For the trailing twelve months ended March 31, 2021, FLEX’s distributions were composed of approximately 14% from cash flows from its investments and operations, 86% was a return of capital, and 0% from borrowings.

About Prospect
FLEX is managed by 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 $6.7 billion of assets under management as of March 31, 2021.



 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. Distributions are not guaranteed and may be modified at our discretion. Since a portion of our distributions may include or represent a return of capital, we may have less money to invest, which could lower our overall return.
 
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. FLEX’s prospectus contains this and other information relevant to an investment in FLEX.
 
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 future events and conditions, including, but not limited to, the coronavirus (COVID-19) pandemic, and 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.