PennantPark Floating Rate Capital Ltd. Enters Material Agreement

TL;DR

PFLT signed a big deal, check the exhibits for details.

AI Summary

On July 17, 2024, PennantPark Floating Rate Capital Ltd. entered into a Material Definitive Agreement. The filing also includes financial statements and exhibits related to this agreement.

Why It Matters

This filing indicates a significant new agreement for PennantPark Floating Rate Capital Ltd., which could impact its financial operations and future investments.

Risk Assessment

Risk Level: medium — Entering into a material definitive agreement can introduce new financial risks and opportunities that require careful evaluation.

Key Players & Entities

• PennantPark Floating Rate Capital Ltd. (company) — Registrant
• July 17, 2024 (date) — Date of earliest event reported
• Maryland (jurisdiction) — State of incorporation
• Miami Beach, Florida (location) — Address of principal executive offices

FAQ

Key Financial Figures

• $0.001 — ich Registered Common Stock, par value $0.001 per share PFLT The New York Stock E
• $500 million — th an aggregate offering price of up to $500 million. The Equity Distribution Agreements pro

Filing Documents

• d867754d8k.htm (8-K) — 28KB
• d867754dex11.htm (EX-1.1) — 170KB
• d867754dex12.htm (EX-1.2) — 169KB
• d867754dex13.htm (EX-1.3) — 170KB
• d867754dex51.htm (EX-5.1) — 16KB
• g867754dsp124.jpg (GRAPHIC) — 8KB
• g867754dsp124a.jpg (GRAPHIC) — 9KB
• 0001193125-24-181031.txt ( ) — 842KB
• pflt-20240717.xsd (EX-101.SCH) — 3KB
• pflt-20240717_lab.xml (EX-101.LAB) — 17KB
• pflt-20240717_pre.xml (EX-101.PRE) — 11KB
• d867754d8k_htm.xml (XML) — 3KB

From the Filing

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): July 17, 2024 PennantPark Floating Rate Capital Ltd. (Exact name of registrant as specified in its charter) Maryland 814-00891 27-3794690 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number) 1691 Michigan Avenue Miami Beach , Florida 33139 (Address of principal executive offices) (Zip Code) (786) 297-9500 (Registrant's telephone number, including area code) Not Applicable (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 Common Stock, par value $0.001 per share PFLT The New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). 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. Item1.01. Entry into a Material Definitive Agreement On July 17, 2024, PennantPark Floating Rate Capital Ltd. (the "Company") entered into equity distribution agreements (together, the "Equity Distribution Agreements") with each of Citizens JMP Securities, LLC, Raymond James & Associates, Inc. and Truist Securities, Inc., as the sales agents (each, a "Sales Agent," and together, the "Sales Agents"), in connection with the sale of shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), with an aggregate offering price of up to $500 million. The Equity Distribution Agreements provide that the Company may offer and sell shares of the Common Stock from time to time through a Sales Agent in amounts and at times to be determined by the Company (the "Offering"). Actual sales will depend on a variety of factors to be determined by the Company from time to time, including market conditions and the trading price of the Common Stock. The Company expects to use the net proceeds from this offering to invest in new or existing portfolio companies or for other general corporate or strategic purposes, including repaying amounts outstanding under its existing indebtedness. Any shares of Common Stock offered and sold in the Offering will be sold pursuant to a prospectus supplement dated July 17, 2024 (the "Prospectus Supplement") to the Company's registration statement on Form N-2 (File No. 333-279726) declared effective by the U.S. Securities and Exchange Commission on July 17, 2024 (such registration statement as of its effective date, including the exhibits thereto and the documents incorporated by reference therein, are hereinafter referred to as the "Registration Statement") and the base prospectus, dated July 17, 2024 (the "Base Prospectus"), relating to the Offering that forms a part of the Registration Statement. Sales of the Common Stock, if any, under the Prospectus Supplement and the Base Prospectus may be made in negotiated transactions or transactions that are deemed to be "at the market," as defined in Rule 415 under the Securities Act of 1933, as amended, including sales made directly on The New York Stock Exchange or any similar securities exchange or sales made to or through a market maker other than on a securities exchange, at prices related to the prevailing market prices or at negotiated prices. Under the terms of the Equity Distribution Agreements, each Sales Agent will receive a commission from the Company of up to 2.0% of the gross sales price of any shares of the Common Stock sold through such Sales Agent under the applicable Equity Distribution Agreement. The Equity Distribution Agreements contain customary representations, warranties and agreements of the Company, indemnification rights and other obligations of the parties and termination provisions. The foregoing description of the Equity Distribution Agreements is not complete and is qualified in its entirety b

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View this 8-K filing on SEC EDGAR