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 7, 2021 (April 1, 2021)
     
     
TERRA INCOME FUND 6, INC.
(Exact Name of Registrant as Specified in Its Charter)
     
     
Maryland
(State or other jurisdiction
of incorporation)
814-01136
(Commission File
Number)
46-2865244
(I.R.S. Employer
Identification No.)
 
550 Fifth Avenue, 6th Floor
New York, New York 10036
(Address of principal executive offices, including zip code)
 
(212) 753-5100
(Registrant’s telephone number, including area code)
 
N/A
(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
   
¨  Soliciting material pursuant to Rule 14a-12 under the Exchange Act
   
¨  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
   
¨  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
7.00% Notes due 2026   TFSA   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.  ¨ 

 

 

 

 

 

 

Item 8.01.Other Events.

 

On April 1, 2021, MAVIK Capital Management, LP (“MAVIK”), an entity controlled by Vikram S. Uppal, the Chief Executive Officer of Terra Income Fund 6, Inc., a Maryland corporation (the “Company”), completed a series of related transactions that resulted in all of the outstanding interests in Terra Capital Partners, LLC (“TCP”) being acquired by MAVIK for a combination of cash and interests in MAVIK (the “Recapitalization”). As part of the Recapitalization, a private fund managed by a division of a publicly-traded alternative asset manager with more than $500 billion in assets under management, acquired a passive interest consisting of “non-voting securities,” as that term is defined under the Investment Company Act of 1940, as amended, in MAVIK.

 

Prior to the Recapitalization, TCP was the immediate parent of Terra Income Advisors, LLC, the investment adviser to the Company (the “Adviser”), and was ultimately controlled by Axar Real Estate Capital Group LLC (“Axar RE Manager”). In connection with the Recapitalization, Axar RE Manager assumed direct control of the Adviser by becoming its manager. Thus, the same parties that controlled the Adviser and ultimately held its voting securities prior to the consummation of the Recapitalization have maintained control of the Adviser and possession of its voting securities, and by the terms of the Recapitalization will continue to do so unless a new investment advisory and administrative services agreement between the Company and the Adviser is approved by the stockholders of the Company.

 

 

 

 

SIGNATURE

 

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

 

  TERRA INCOME FUND 6, INC.
   
Date:  April 7, 2021 By:   /s/ Gregory M. Pinkus
     Gregory M. Pinkus
     Chief Operating Officer, Chief Financial Officer, Treasurer and Secretary