IPO - Sound Point Meridian Capital, Inc.
Form Type: 8-A12B
Filing Date: 2025-07-14
Corporate Action: Ipo
Type: New
Accession Number: 000182912625005047
Filing Summary: Sound Point Meridian Capital, Inc. is registering its 7.875% Series B Preferred Shares, due 2030, with a par value of $0.001 per share. These shares are expected to be listed on the New York Stock Exchange under the trading symbol 'SPME' and will begin trading within 30 days of the Prospectus date. The registration statement also references the prospectus dated July 8, 2025, with comprehensive details about the offering, distribution policy, and related financial matters. This filing is notable as it indicates the company's intent to raise capital through this preferred share offering as part of its initial public offering process.
Additional details:
Title Of Each Class To Be So Registered: 7.875% Series B Preferred Shares due 2030
Name Of Each Exchange On Which Each Class Is To Be Registered: New York Stock Exchange
Securities Act Registration Statement File Number: 333-286054
Certificate Of Designation Date: 2025-07-11
Form Type: 424B1
Filing Date: 2025-07-10
Corporate Action: Ipo
Type: New
Accession Number: 000182912625004997
Filing Summary: Sound Point Meridian Capital, Inc. is offering 7.875% Series B Preferred Shares due 2030 with a liquidation preference of $25 per share. The company, formed as a Delaware limited liability company in May 2022 and converted into a corporation in March 2024, focuses on generating high current income and capital appreciation by investing primarily in CLOs collateralized by senior secured loans. Their Series B Preferred Shares offering is part of their investment strategy that includes regular monthly distributions to shareholders and an emphasis on CLO investments. The IPO for their common stock took place on June 14, 2024, trading under the ticker symbol 'SPMC' at a price of $20.00 per share. The company intends to use the proceeds from the offering to make further investments and may borrow funds as necessary. Investors should be aware of the speculative nature of such investments, including risks associated with high leverage and market volatility, and the ability to redeem shares under certain conditions. The expected delivery date for the Series B Preferred Shares to purchasers is around July 15, 2025.
Additional details:
Public Offering Price: $25.00
Total Proceeds: $50,000,000
Sales Load: $1,500,000
Proceeds To Us Before Expenses: $48,500,000
Dividend Rate: 7.875%
Redemption Date: July 31, 2030
Liquidation Preference: $25 per share
Monthly Dividend: $1.969 per share per year
Ticker Symbol: SPME
Form Type: 497AD
Filing Date: 2025-07-09
Corporate Action: Ipo
Type: New
Accession Number: 000182912625004957
Filing Summary: Sound Point Meridian Capital, Inc. has priced an underwritten public offering of 2,000,000 shares of its 7.875% Series B Preferred Shares due 2030 at a public offering price of $25 per share. The offering is expected to generate net proceeds of approximately $48.2 million after expenses. Investors will have the option to purchase an additional 300,000 shares within 30 days. The shares are expected to list on the NYSE under the symbol 'SPME' and the offering will close on July 15, 2025, subject to usual conditions. The company is an externally managed investment company focusing on high current income and capital appreciation primarily through CLO investments. The preliminary prospectus has been filed with the SEC and should be reviewed before investing.
Additional details:
Share Price: $25
Number Of Shares: 2000000
Net Proceeds: $48.2 million
Offering Closing Date: 2025-07-15
Additional Option Shares: 300000
Rating: BBB
Stock Exchange: NYSE
Stock Symbol: SPME
Form Type: N-2/A
Filing Date: 2025-06-25
Corporate Action: Ipo
Type: Update
Accession Number: 000182912625004704
Filing Summary: Sound Point Meridian Capital, Inc. filed an amendment to its registration statement under the Securities Act of 1933 and the Investment Company Act of 1940 on June 25, 2025. The company is a closed-end management investment company that aims to generate high current income and capital appreciation primarily through investments in equity and mezzanine tranches of collateralized loan obligations (CLOs), especially those that are speculative and leveraged. The company emphasizes its investment strategy, management structure, and plans to offer Series B Preferred Shares with a liquidation preference of $25 per share. The document discusses the risks associated with the investment in CLOs, including leverage risks and market conditions that may impact the performances of these investments. It also mentions the company's structured investment approach, listing of shares on the NYSE, and the requirement to provide regular distributions to shareholders of common and preferred stock. The filing highlights the importance of understanding investment risks and the speculative nature of the Series B Preferred Shares, which will rank senior to common stock in terms of payment rights.
Additional details:
Business Contact Member: Wendy Ruberti, General Counsel
Investment Objective: Generate high current income and capital appreciation
Preferred Stock: Series B Preferred Shares due 20[●] with a liquidation preference of $25
Ticker Symbol: SPME
Common Stock Ticker: SPMC
Investment Strategy: Invest primarily in equity and mezzanine tranches of CLOs, opportunistically shifting between primary and secondary markets.
Risks: Investment in CLO equity is speculative and involves high leverage and loss risks.
Monthly Dividends: Monthly dividends on Series B Preferred Shares with annual rate [●]%.
Asset Coverage Requirement: Must maintain asset coverage of at least 200%.
Derivative Transactions: May engage in derivative transactions for hedging or investment purposes.
Form Type: N-CSR/A
Filing Date: 2025-06-24
Corporate Action: Ipo
Type: Update
Accession Number: 000182912625004669
Filing Summary: Sound Point Meridian Capital, Inc. is filing an amendment to its Form N-CSR for the year ended March 31, 2025. This amendment modifies the senior securities table without changing any other disclosures from the original filing. The company, registered under the Investment Company Act of 1940, focuses on generating high current income and capital appreciation through investment in CLOs. After its IPO on June 13, 2024, it reported a total return of 10.52% for the year, distributing $2.08 per common share. The company deployed $291.8 million into new investments and refinanced 19 CLOs to enhance performance. Additionally, it entered a $100 million revolving credit facility and issued Series A Preferred Shares, improving its capital structure. As of March 31, 2025, its NAV was $381.57 million, which was lower than its initial NAV due to unrealized losses. The company has begun paying monthly distributions to its shareholders and has a diversified portfolio across multiple sectors.
Additional details:
Fiscal Year End: 2025-03-31
Reporting Period: 2024-06-13 to 2025-03-31
Investment Objective: high current income and capital appreciation
Total Return: 10.52%
Dividend Per Share: 2.08
New Investments Deployed: 291.8 million
Refinanced Clos: 19
Revolving Credit Facility Amount: 100 million
Preferred Shares Issued: 57.5 million
Nav: 381.57 million
Monthly Distribution: 0.25
Form Type: N-2/A
Filing Date: 2025-06-11
Corporate Action: Ipo
Type: Update
Accession Number: 000182912625004385
Filing Summary: Sound Point Meridian Capital, Inc. has filed this registration statement as a pre-effective amendment under the Securities Act of 1933 for its Series B Preferred Shares due 20[●], with a liquidation preference of $25 per share. The company aims to generate high current income and capital appreciation primarily by investing in equity and mezzanine tranches of collateralized loan obligations (CLOs). The filing updates prior information from its initial public offering (IPO) of common stock, which commenced trading on June 14, 2024, and outlines planned distributions to shareholders and potential redemptions if certain asset coverage ratios are not maintained. The document emphasizes the speculative nature and leverage involved in investments within CLOs, and details risks associated with these investment strategies. Additional information includes service contacts, management structure, and a summary of risks pertinent to potential investors.
Additional details:
Business Contact Member: Wendy Ruberti, General Counsel
Investment Adviser: Sound Point Meridian Management Company, LLC
Administrator: Sound Point Administration LLC
Investment Objective: generate high current income and capital appreciation
Initial Public Offering Date: 2024-06-14
Common Stock Symbol: SPMC
Preferred Stock Symbol: SPMA
Liquidation Preference: $25 per share
Risk Factor Speculative: high degree of risk, including substantial loss of investment
Dividend Distribution Policy: regular monthly distributions of investment company taxable income
Form Type: N-CSR
Filing Date: 2025-06-02
Corporate Action: Ipo
Type: New
Accession Number: 000182912625004103
Filing Summary: This document represents the inaugural annual report for Sound Point Meridian Capital, Inc. (SPMC) covering the fiscal period from June 13, 2024, to March 31, 2025, post its initial public offering (IPO) where 4 million shares were priced at $20.00 each. The report details investment performance, with a distribution of $2.08 per common share and a total return of 10.52% for investors since the IPO, outperforming relevant indices. SPMC's investment strategy focuses on equity and mezzanine tranches of collateralized loan obligations (CLOs), predominantly securing below-investment-grade U.S. senior secured loans. The report highlights various financial metrics including a NAV of $381.57 million as of the end of the reporting period, activity in debt financing agreements, a commitment to reinvestment plans, and the diversification of its investment portfolio across different CLOs and sectors. A planned declaration of future monthly common stockholder distributions is noted, as is a commitment to maintaining sustainable distributions despite market volatility. Finally, insights on the market conditions affecting leveraged loans and CLOs are provided, emphasizing the defensively positioned investment strategy that aims at protecting interests through investment cycles.
Additional details:
Fiscal Year End: March 31
Reporting Period Start: June 13, 2024
Reporting Period End: March 31, 2025
Dividend Per Common Share: 2.08
Common Share Price End: 19.94
Total Return: 10.52%
Annualized Management Fee: 1.93%
Incentive Fee: 3.18%
Interest Payment On Borrowed Funds: 1.99%
Other Expenses: 0.97%
Form Type: N-2
Filing Date: 2025-03-24
Corporate Action: Ipo
Type: New
Accession Number: 000182912625002029
Filing Summary: Sound Point Meridian Capital, Inc. is a newly organized, externally managed, non-diversified closed-end management investment company registered under the Investment Company Act of 1940. The company focuses on generating high current income through investments primarily in equity and mezzanine tranches of collateralized loan obligations (CLOs) backed by below-investment-grade U.S. senior secured loans. The company transitioned from a Delaware limited liability company to a corporation on March 13, 2024, and began trading on the New York Stock Exchange under the ticker symbol 'SPMC' after an initial public offering of 4,000,000 common shares at $20.00 each on June 14, 2024. The prospectus outlines the offering of Series B Preferred Shares with a liquidation preference of $25 per share and aims to provide regular monthly distributions to shareholders. Investment strategies involve leveraged CLO equity typically ranging from nine to thirteen times leverage, and risks related to credit and liquidity are noted. The offering also includes redemption terms for the preferred shares, requiring maintenance of asset coverage as defined in applicable regulations.
Additional details:
Business Contact Member: Wendy Ruberti, General Counsel
Address Of Principal Executive Offices: 375 Park Avenue, 34th Floor, New York, NY 10152
Telephone Number: (212) 895-2293
Series A Preferred Share Par Value: $25.00
Market Symbol: SPMC
Ipo Shares Offered: 4,000,000
Ipo Price Per Share: $20.00
Series A Offering Date: November 7, 2024
Series B Preferred Shares Liquidation Preference: $25.00
Form Type: N-2/A
Filing Date: 2025-03-07
Corporate Action: Ipo
Type: New
Accession Number: 000182912625001574
Filing Summary: Sound Point Meridian Capital, Inc. is a newly organized, externally managed, non-diversified closed-end management investment company registered under the Investment Company Act of 1940. The document, an amendment to its registration statement under both the Securities Act of 1933 and the Investment Company Act, outlines its intent to qualify as a regulated investment company (RIC) and describes its investment objectives focusing on generating high current income and capital appreciation primarily through investments in equity and mezzanine tranches of collateralized loan obligations (CLOs). The company was formed in May 2022, converted to a corporation in March 2024, and its common stock began trading on the NYSE in June 2024 following an initial public offering (IPO) of 4,000,000 shares at a public offering price of $20.00 per share. The filing indicates an offering of 4,052,100 shares of common stock for resale by B. Riley Principal Capital II, LLC, not directly by the company. The prospectus emphasizes the speculative nature of investments in CLO equity, highlighting substantial risks related to intense leverage and potential for loss. The company intends to make regular distributions from its investment company taxable income, though future distributions are not guaranteed and depend on various operational factors.
Additional details:
Business Contact Member: Wendy Ruberti, General Counsel, Sound Point Meridian Management Company, LLC
Address Of Principal Executive Offices: 375 Park Avenue, 34th Floor, New York, NY 10152
Telephone Number: (212) 895-2293
Common Stock Par Value: 0.001
Number Of Shares Offered: 4,052,100
Investment Objectives: High current income, capital appreciation
Cumulative Investment Risk Factors: ["Interest rate risk","Credit risk","Market and recessionary risk","Currency risk","Liquidity risk","Tax risk"]
Form Type: N-2
Filing Date: 2025-01-21
Corporate Action: Ipo
Type: New
Accession Number: 000182912625000239
Filing Summary: Sound Point Meridian Capital, Inc. is a newly organized, externally managed, non-diversified closed-end management investment company that has registered under the Investment Company Act of 1940. The company aims to generate high current income primarily through investing in equity and mezzanine tranches of collateralized loan obligations (CLOs) backed by below-investment grade U.S. senior secured loans. It has experienced an initial public offering (IPO) and plans to operate as a regulated investment company (RIC). Stock began trading on the NYSE under the symbol SPMC following its IPO on June 14, 2024, where it offered 4,000,000 shares at $20.00 each. The company has also moved to engage in further share offerings through a partnership with B. Riley Principal Capital II, LLC, with a plan to issue additional shares worth up to $25 million. Risks inherent to its investment strategy include exposure to highly leveraged CLO equity securities, which are considered speculative, and reliance on market dynamics to optimize investment yield. Regular distributions of income to stockholders are anticipated, with variability depending on operational performance. The summary encapsulates key details on the company's investment objective, formation, trading history, risks, and distribution plans.
Additional details:
Investment Objective: generate high current income and capital appreciation
Initial Public Offering Date: 2024-06-14
Initial Public Offering Amount: 4,000,000 shares
Initial Public Offering Price: $20.00
Common Stock Ticker: SPMC
Preferred Stock Ticker: SPMA
Preferred Stock Public Offering Date: 2024-11-07
Preferred Stock Amount: 2,000,000 shares
Preferred Stock Price: $25
Common Stock Purchase Agreement Date: 2025-01-17
Common Stock Purchase Agreement Amount: $25,000,000
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