STOCK TITAN

Eaton Vance Senior Floating-Rate Trust (EFR) updates tender offer ahead of May 29 expiration

(Neutral)
(Neutral)
Form Type
SC TO-I/A

Rhea-AI Filing Summary

Eaton Vance Senior Floating-Rate Trust amended its Schedule TO to report results of its tender offer for up to 100% of the Fund's outstanding Auction Preferred Shares, Series A–D. The Offer repurchases Preferred Shares at 98% of the $25,000 liquidation preference (equal to $24,500 per share) plus accrued unpaid dividends. This Amendment No. 1 states that on May 26, 2026 the Fund issued a press release regarding the Offer's upcoming expiration on May 29, 2026, and attaches that press release as an exhibit.

Positive

  • None.

Negative

  • None.
Offer coverage 100% of outstanding Preferred Shares stated maximum repurchase under the Offer
Liquidation preference $25,000 per share liquidation preference for Auction Preferred Shares, Series A–D
Offer price 98% ($24,500 per share) price net to seller plus accrued dividends, less withholding
Press release date May 26, 2026 date the Fund issued a press release about Offer expiration
Offer expiration May 29, 2026 upcoming expiration date disclosed in the press release
Par value $0.01 per share par value of Auction Preferred Shares
Tender Offer regulatory
"Schedule TO relates to the Fund’s offer to purchase for cash up to 100% of all of its outstanding preferred shares"
A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.
Offer to Purchase financial
"terms and subject to the conditions set forth in the Fund’s Offer to Purchase dated April 30, 2026"
An offer to purchase is a formal proposal from one party to buy a specific amount of shares or assets from another party at a set price. It matters to investors because it signals interest in acquiring ownership and can influence the value or control of a company. Think of it as someone putting forward a clear, serious offer to buy something they find valuable.
Letter of Transmittal regulatory
"the related Letter of Transmittal (the “Letter of Transmittal” which, together with any amendments or supplements thereto"
A letter of transmittal is a written form investors use when sending physical stock certificates or electronic ownership documents to a company or its agent to surrender shares, tender them in an offer, or claim payment or replacement securities. It acts like a packing slip that lists what is enclosed, gives instructions on how the transfer should be handled, and provides proof of the transaction—important for ensuring investors receive the correct payment or new securities without delay or dispute.
Schedule TO regulatory
"This Amendment No. 1 amends and supplements the Tender Offer Statement on Schedule TO"
A phrase indicating that a company plans or intends to hold an event, publish information, or take an action at a specified future time, but that the timing is not guaranteed and may change. For investors it signals an expected milestone—like an earnings call, product launch, or filing—so think of it as a calendar note rather than a firm promise; timing shifts can affect trading, expectations, and planning.
liquidation preference financial
"liquidation preference of $25,000 per share, designated Auction Preferred Shares"
A liquidation preference is a rule that determines who gets paid first and how much they receive when a company is sold, goes bankrupt, or distributes its assets. It gives certain investors a priority claim—often returning their original investment plus any agreed multiple—before other owners receive money, which shapes how much common shareholders and founders ultimately get; think of it as a front-of-the-line pass that affects payout order and investor returns.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did Eaton Vance Senior Floating-Rate Trust (EFR) amend in Schedule TO?

The amendment reports a press release issued May 26, 2026, about the Offer's expiration on May 29, 2026. It supplements the previously filed Offer to Purchase and Letter of Transmittal and attaches the press release as Exhibit (a)(5)(iii).

What price is the Fund offering per Preferred Share in the tender?

The Offer price is 98% of the $25,000 liquidation preference, equal to $24,500 per share. The price is net to sellers in cash, plus any unpaid dividends accrued prior to the Offer's expiration, less applicable withholding taxes.

Which series of preferred shares are covered by the tender offer?

The tender covers Auction Preferred Shares, Series A, B, C, and D. These shares have par value $0.01 and a stated liquidation preference of $25,000 per share, as reflected in the Schedule TO and Offer to Purchase.

How much of the outstanding preferred stock is the Fund offering to purchase?

The Fund's Offer is to purchase up to 100% of its outstanding Preferred Shares. The Schedule TO and this Amendment No. 1 describe the Offer terms and incorporate the Offer to Purchase and Letter of Transmittal by reference.

When does the tender offer expire and where is that disclosed?

The Offer's expiration is disclosed as May 29, 2026, and the Fund issued a press release on May 26, 2026. The press release is filed as Exhibit (a)(5)(iii) and is incorporated by reference into this Amendment No. 1.

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 26, 2026

 

 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

SCHEDULE TO

 

Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the
Securities Exchange Act of 1934

(Amendment No. 1)

 

Eaton Vance Senior Floating-Rate Trust
(Name of Subject Company (Issuer))

 

Eaton Vance Senior Floating-Rate Trust
(Name of Filing Person (Issuer))

 

Auction Preferred Shares Series A, B, C, and D Par Value $.01 Per Share
(Title of Class of Securities)

 

Series A - 27828Q204
Series B - 27828Q303
Series C - 27828Q402
Series D - 27828Q501

(CUSIP Number of Class of Securities)

 

Deidre E. Walsh

Eaton Vance Management

One Post Office Square

Boston, Massachusetts 02109

(617) 672-8305
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications on Behalf of the Person(s) Filing Statement)

 

Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

 

Check the appropriate boxes below to designate any transactions to which the statement relates:

 

third party tender offer subject to Rule 14d-1.
issuer tender offer subject to Rule 13e-4.
going-private transaction subject to Rule 13e-3.
amendment to Schedule 13D under Rule 13d-2.

 

Check the following box if the filing is a final amendment reporting the results of the tender offer. ☐

 
 

 

Items 1 through 9 and Item 11.

This Amendment No. 1 amends and supplements the Tender Offer Statement on Schedule TO (the “Schedule TO”) filed by Eaton Vance Senior Floating-Rate Trust, a Massachusetts business trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company (the “Fund”). Schedule TO relates to the Fund’s offer to purchase for cash up to 100% of all of its outstanding preferred shares of beneficial interest, par value $0.01 per share and a liquidation preference of $25,000 per share, designated Auction Preferred Shares, Series A, B, C, and D (the “Preferred Shares”), upon the terms and subject to the conditions set forth in the Fund’s Offer to Purchase dated April 30, 2026 (the “Offer to Purchase”) and the related Letter of Transmittal (the “Letter of Transmittal” which, together with any amendments or supplements thereto, collectively constitute the “Offer”), copies of which were previously filed as Exhibits (a)(1)(i) and (a)(1)(ii), respectively.

The price to be paid for the Preferred Shares is an amount per share, net to the seller in cash, equal to 98% of the liquidation preference of $25,000 per share (or $24,500 per share), plus any unpaid dividends accrued prior to the expiration date of the Offer, less any applicable withholding taxes and without interest. The information set forth in the Offer is incorporated herein by reference with respect to Items 1 through 9 and Item 11 of this Schedule TO.

The purpose of this Amendment No. 1 is to amend and supplement the Schedule TO to indicate that, on May 26, 2026, the Fund issued a press release regarding the upcoming expiration of the Offer on May 29, 2026, as previously disclosed. Only those items amended are reported in this Amendment No. 1. The information set forth in Schedule TO is incorporated herein by reference, except that such information is hereby amended and supplemented to the extent amended and supplemented by the information provided herein and the exhibit filed herewith.

You should read this Amendment No. 1 together with Schedule TO, and all exhibits attached thereto, including the Offer to Purchase and the Letter of Transmittal, as each may have been amended or supplemented from time to time.

Item 11.

Item 11 is hereby amended and supplemented by adding at the end thereof the following text: “On May 26, 2026, the Fund issued a press release regarding the upcoming expiration of the Offer. A copy of the press release is filed as Exhibit (a)(5)(iii) to this Schedule TO and is incorporated herein by reference.”

Item 12. Exhibits.

Item 12 of Schedule TO is hereby amended and supplemented to add the following exhibit:

(a)(5)(iii) Press Release issued on May 26, 2026.

 

Item 13. Information Required by Schedule 13e-3.

 

Not applicable.

 

 

Signature

 

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

  Eaton Vance Senior Floating-Rate Trust
     
  By: /s/ Kenneth A. Topping
  Name: Kenneth A. Topping
  Title: President
     
    Dated as of May 26, 2026
 

 

Exhibit Index

 

Exhibit No. Document
   
(a)(5)(iii) Press Release issued on May 26, 2026.