NXG NextGen Infrastructure Income Fund Files 8-K

TL;DR

NXG NextGen Infrastructure Income Fund signed a material agreement on June 20, 2024.

AI Summary

On June 20, 2024, NXG NextGen Infrastructure Income Fund entered into a Material Definitive Agreement. The filing also notes other events and includes financial statements and exhibits. The company was formerly known as Cushing NextGen Infrastructure Income Fund until March 27, 2020.

Why It Matters

This 8-K filing indicates a significant event for NXG NextGen Infrastructure Income Fund, potentially impacting its operations or financial structure.

Risk Assessment

Risk Level: low — The filing is a standard 8-K report detailing a material definitive agreement and other events, without immediate indication of significant financial distress or unusual risk.

Key Players & Entities

• NXG NextGen Infrastructure Income Fund (company) — Registrant
• Cushing NextGen Infrastructure Income Fund (company) — Former company name
• June 20, 2024 (date) — Date of earliest event reported
• March 27, 2020 (date) — Date of name change from Cushing NextGen Infrastructure Income Fund

FAQ

Key Financial Figures

• $0.001 — hares of beneficial interest, par value $0.001 per share (the "Common Shares"), of the

Filing Documents

• fp0088802-1_8kixbrl.htm (8-K) — 32KB
• fp0088802-1_ex11.htm (EX-1.1) — 273KB
• fp0088802-1_ex51.htm (EX-5.1) — 24KB
• fp0088802-1_ex101.htm (EX-10.1) — 47KB
• fp0088802-1_ex102.htm (EX-10.2) — 52KB
• fp0088802-1_ex991.htm (EX-99.1) — 27KB
• fp0088802-1_ex992.htm (EX-99.2) — 25KB
• fp0088802-1_01.jpg (GRAPHIC) — 43KB
• image_003.jpg (GRAPHIC) — 2KB
• 0001398344-24-011900.txt ( ) — 810KB
• nxg-20240624_lab.xml (EX-101.LAB) — 33KB
• nxg-20240624_pre.xml (EX-101.PRE) — 22KB
• nxg-20240624.xsd (EX-101.SCH) — 3KB
• fp0088802-1_8kixbrl_htm.xml (XML) — 4KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On June 20, 2024, NXG NextGen Infrastructure Income Fund (the "Fund") entered into a dealer manager agreement (the "Dealer Manager Agreement") by and among the Fund, Cushing Asset Management, LP, d/b/a NXG Investment Management and UBS Securities LLC in connection with the issuance by the Fund to the holders of record (the "Record Date Shareholders") at the close of business on June 20, 2024 (the "Record Date") transferable rights (each a "Right" and, collectively, the "Rights") entitling such Record Date Shareholders to subscribe for up to 867,238 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 June 20, 2024, and the accompanying prospectus, dated June 10, 2024, each of which constitute part of the Fund's effective shelf registration statement on Form N-2 (File No. 333-278194) previously filed with the Securities and Exchange Commission (the "Registration 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 Fund entered into a Subscrip

01 Other Events

Item 8.01 Other Events. On June 20, 2024, the Fund commenced the Offer pursuant to the Registration Statement. A copy of the opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to the legality of the Offer is filed as Exhibit 5.1 to this report. The Fund incorporates by reference the exhibits filed herewith into the Registration Statement.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits 1.1 Dealer Manager Agreement, dated June 20, 2024 5.1 Opinion of Skadden, Arps, Slate, Meagher & Flom LLP 10.1 Subscription Agent Agreement, dated June 20, 2024 10.2 Information Agent Agreement, dated June 20, 202 4 23.1 Consent of Skadden, Ars, Slate, Meagher & Flom LLP (included in Exhibit 5.1) 99.1 Form of Notice of Guaranteed Delivery for Rights Offering 99.2 Form of Subscription Certificate for Rights Offering 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. NXG NEXTGEN INFRASTRUCTURE INCOME FUND Date: June 24, 2024 By: /s/Blake Nelson Name: Blake Nelson Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR