SC 13G/A 1 cmw272.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

Angel Oak Financial Strategies Income Term Trust

(Name of Issuer)

Common Shares of Beneficial Interest, par value of $0.001 per share

(Title of Class of Securities)

03464A100

(CUSIP Number)

February 11, 2021

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

1	NAME OF REPORTING PERSONS Castle Creek Fund, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)			(a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Illinois
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0 458,256
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 458,256
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 458,256
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO

1	NAME OF REPORTING PERSONS Castle Creek Partners, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)			(a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Illinois
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0 458,256
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 458,256
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 458,256
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO

1	NAME OF REPORTING PERSONS Daniel Asher
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)			(a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 1,505,403
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 1,505,403
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,505,403
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.9%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN

1	NAME OF REPORTING PERSONS AFO Blackberry LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)			(a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 1,029,454
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 1,029,454
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,029,454
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.8%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO

1	NAME OF REPORTING PERSONS AFOB FIP MS, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)			(a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 1,029,454
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 1,029,454
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,029,454
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) Not Applicable				☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.8%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO

1	NAME OF REPORTING PERSONS Oakmont Investments, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)			(a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Illinois
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 115,940
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 115,940
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 115,940
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) Not Applicable				☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Less than 1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO

1	NAME OF REPORTING PERSONS Sphinx Trading LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)			(a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Illinois
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 115,940
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 115,940
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 115,940
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) Not Applicable				☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Less than 1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN

SCHEDULE 13G

Item 1(a).

Name of Issuer:

Angel Oak Financial Strategies Income Term Trust (the “Issuer”)

Item 1(b).

Address of Issuer’s Principal Executive Offices:

3344 Peachtree Road NE

Suite 1725

Atlanta, Georgia 30326

Item 2(a).

Name of Person Filing:

The persons filing this Schedule 13G are:

Castle Creek Fund, L.P.

Castle Creek Partners, LLC

Daniel Asher

AFO Blackberry LLC

AFOB FIP MS, LLC

Oakmont Investments, LLC

Sphinx Trading LP

Item 2(b).

Address of Principal Business Office or, if none, Residence:

111 W Jackson Blvd

20^th Floor

Chicago, IL 60604

Item 2(c).

Citizenship:

Castle Creek Fund, L.P. – Illinois

Castle Creek Partners, LLC - Illinois

Daniel Asher – United States

AFO Blackberry LLC - Delaware

AFOB FIP MS, LLC – Delaware

Oakmont Investments, LLC – Illinois

Sphinx Trading LP- Illinois

Item 2(d).

Title of Class of Securities:

Common Shares of Beneficial Interest, par value of $0.001 per share

Item 2(e).

CUSIP Number:

03464A100

Item 3.

If this statement is filed pursuant to sections 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

Not Applicable

Item 4.

Ownership:

(a)

Amount Beneficially Owned: See Row 9 of cover page for each Reporting Person. The common share holdings and beneficial ownership information herein is all as of February 11, 2021 unless otherwise noted.

(b)

Percent of Class: See Row 11 of cover page for each Reporting Person. Percentages are based on 15,228,998 common shares of beneficial interest outstanding as of December 31, 2020, as disclosed in the Issuer's amended registration statement on Form N-2 filed with the Securities and Exchange Commission on January 29, 2021.

(c)

Number of shares as to which such person has:

(i)

sole power to vote or to direct the vote: See Row 5 of cover page for each Reporting Person.

(ii)

shared power to vote or to direct the vote: See Row 6 of cover page for each Reporting Person.

(iii)

sole power to dispose or to direct the disposition of: See Row 7 of cover page for each Reporting Person.

(iv)

shared power to dispose or to direct the disposition of: See Row 8 of cover page for each Reporting Person.

Daniel Asher owns in excess of 40% of, and controls the General Partner (namely Castle Creek Partners, LLC) to, Castle Creek Fund, L.P., and may be deemed to control Fund and share voting and dispositive power over any shares held by the Fund.

AFO Blackberry LLC is the managing member of AFOB FIP MS, LLC and shares voting and dispositive power over any shares held by AFOB FIP MS, LLC. Daniel Asher is deemed to control AFO Blackberry LLC.

Oakmont Investments, LLC is the general partner of Sphinx Trading LP and shares voting and dispositive power over any shares held by Sphinx Trading LP. Daniel Asher is deemed to control Oakmont Investments, LLC.

Item 5.

Ownership of Five Percent or Less of a Class:

This statement is being filed to report the fact that as of the date hereof all of the reporting persons have ceased to be the beneficial owner of more than five percent of the class of securities: ◻

Item 6.

Ownership of More than Five Percent on Behalf of Another Person:

Not Applicable

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:

Not Applicable

Item 8.

Identification and Classification of Members of the Group:

Not Applicable

Item 9.

Notice of Dissolution of Group:

Not Applicable

Item 10.

Certification:

Not Applicable

Exhibits.

Agreement to file Schedule 13G jointly (previously filed as Exhibit 99.1 to the Reporting Person’s Schedule 13G filed June 19, 2020).

[Signatures follow on the next page.]

SIGNATURES

After reasonable 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.

Date: February 26, 2021

	Castle Creek Fund, L.P. By Castle Creek Partners, LLC, its General Partner /s/ Fred Goldman By: Fred Goldman Its: Manager
	Castle Creek Partners, LLC /s/ Fred Goldman By: Fred Goldman Its: CFO
	/s/ Daniel Asher Daniel Asher
	AFO Blackberry LLC /s/ Fred Goldman By: Fred Goldman Its: Treasurer
	AFOB FIP MS, LLC /s/ Fred Goldman By: Fred Goldman Its: Treasurer

	OAKMONT INVESTMENTS, LLC /s/ Fred Goldman By: Fred Goldman Its: CFO
	SPHINX TRADING LP /s/ Fred Goldman By: Fred Goldman Its: CFO

SEC Form SC 13G/A filed