0001193125-22-094667.txt : 20220404 0001193125-22-094667.hdr.sgml : 20220404 20220404100659 ACCESSION NUMBER: 0001193125-22-094667 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220404 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Other Events FILED AS OF DATE: 20220404 DATE AS OF CHANGE: 20220404 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NexPoint Capital, Inc. CENTRAL INDEX KEY: 0001588272 IRS NUMBER: 383926499 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 814-01074 FILM NUMBER: 22800679 BUSINESS ADDRESS: STREET 1: 2515 MCKINNEY AVENUE STREET 2: SUITE 1100 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 833-697-6246 MAIL ADDRESS: STREET 1: 2515 MCKINNEY AVENUE STREET 2: SUITE 1100 CITY: DALLAS STATE: TX ZIP: 75201 FORMER COMPANY: FORMER CONFORMED NAME: NexPoint Capital, LLC DATE OF NAME CHANGE: 20131002 8-K 1 d682489d8k.htm 8-K 8-K

 

 

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): April 4, 2022

 

 

NEXPOINT CAPITAL, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   814-01074   38-3926499
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)

300 Crescent Court, Suite 700

Dallas, Texas 75201

(Address of Principal Executive Offices)(Zip Code)

Registrant’s telephone number, including area code: (972) 934-4700

(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:

 

Title of each class

  

Trading

Symbol(s)

  

Name of each exchange

on which registered

N/A   N/A   N/A

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

Cash Distributions

The board of directors (the “Board”) of NexPoint Capital, Inc. (the “Company”) declared a cash distribution of $0.09 per share of the Company’s common stock, par value $0.001 per share, payable on April 21, 2022, to the stockholders of record on March 31, 2022.

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 fiscal year. Therefore, a determination as to the tax attributes of the distributions made on a quarterly basis may not be representative of the actual tax attributes for a full fiscal year. The actual tax characteristics of distributions to stockholders will be reported to stockholders annually on Form 1099-DIV. The payment of future distributions on shares of 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 stockholders from any sources of funds legally available to it, including the reimbursement of certain expenses by the Company’s investment adviser, offering proceeds, borrowings, net investment income from operations, capital gains proceeds from the sale of assets or non-capital gains proceeds from the sale of assets. 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. There can be no assurance that the Company will be able to sustain the current distributions in the future or pay distributions at all.

Item 8.01. Other Events

Effective April 1, 2022, Scott Johnson will serve as a portfolio manager for the Company. Mr. Johnson is a Managing Director at NexPoint Advisors, L.P. Prior to joining NexPoint in 2021, he was the CEO of Enviroklean Product Development, a specialty chemical company. Prior to purchasing Enviroklean along with a private equity group, Mr. Johnson was President of Trisun Energy Services, an oilfield services company specializing in eco-friendly waste disposal. Prior to joining Trisun, Mr. Johnson was the Portfolio Manager of the Income Fund, L.P., an investment fund focused on making opportunistic investments in public and private debt and equity securities. Prior to managing Income Fund, L.P., he was a Portfolio Manager at Highland Capital Management, L.P. Prior to joining Highland Capital Management, L.P., Mr. Johnson was an Associate at Wellspring Capital Management, a private equity firm focused on control-oriented buyout investments. Prior to joining Wellspring, Mr. Johnson was an Analyst in the Mergers & Acquisitions group at Lehman Brothers. Mr. Johnson received a B.B.A. in Finance with honors from the University of Texas at Austin and an MBA from Harvard Business School.

Forward-Looking Statements

This Current Report on Form 8-K may contain certain forward-looking statements, including statements with regard to the future performance and operation of the Company. Words such as “believes,” “expects,” “projects” and “future” or similar expressions are intended to identify forward-looking statements. These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions. Certain factors could cause actual results to differ materially from those projected in these forward-looking statements, and some of these factors are enumerated in the filings the Company makes with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward- looking statements, whether as a result of new information, future events or otherwise.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, NexPoint Capital, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: April 4, 2022   NEXPOINT CAPITAL, INC.
  By:  

/s/ Frank Waterhouse

    Name:   Frank Waterhouse
    Title:   Principal Financial Officer, Principal Accounting Officer, and Treasurer