Current Report Filing (8-k)
14 Januar 2022 - 11:10PM
Edgar (US Regulatory)
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): January 13, 2022
Eagle
Point Credit Company Inc.
(Exact name of Registrant
as specified in its charter)
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Delaware
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811-22974
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47-2215998
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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600 Steamboat Road, Suite 202, Greenwich,
CT 06830
(Address of Principal Executive Offices) (Zip
Code)
Registrant’s
telephone number, including area code: (203) 340-8500
(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 (see General
Instruction A.2. below):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b)
of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Common Stock, par value $0.001 per share
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ECC
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New York Stock Exchange
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7.75% Series B Term Preferred Stock due 2026
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ECCB
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New York Stock Exchange
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6.50% Series C Term Preferred Stock due 2031
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ECCC
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New York Stock Exchange
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6.75% Series D Preferred Stock
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ECC PRD
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New York Stock Exchange
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6.75% Notes due 2027
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ECCY
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New York Stock Exchange
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6.6875% Notes due 2028
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ECCX
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New York Stock Exchange
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6.75% Notes due 2031
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ECCW
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New York Stock Exchange
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange
Act of 1934.
☐ 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. ☐
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Item 1.01.
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Entry into a Material Definitive Agreement.
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On
January 13, 2022, Eagle Point Credit Company Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting
Agreement”) by and among the Company, Eagle Point Credit Management LLC, Eagle Point Administration LLC and Ladenburg Thalmann &
Co. Inc., as representative of the several underwriters named therein, in connection with the issuance and sale by the Company of $87,000,000
aggregate principal amount of the Company’s 5.375% notes due 2029 (the “2029 Notes”). The closing of the offering is
expected to occur on January 24, 2022, subject to customary closing conditions. The representative of the underwriters in the offering
may exercise an option to purchase up to an additional $13,000,000 aggregate principal amount of the 2029 Notes within 30 days of January
13, 2022.
The
2029 Notes are expected to be listed on the New York Stock Exchange and to trade under the trading symbol “ECCV”.
The
Offering was made pursuant to a registration statement on Form N-2 (333-237586), filed with the Securities and Exchange Commission (the
“Commission”).
The
foregoing description of the terms of the Underwriting Agreement is not complete and is qualified in its entirety by reference to the
full text of the Underwriting Agreement, a copy of which is filed as Exhibit 1.1 to this Current Report on Form 8-K and incorporated by
reference herein.
On
January 14, 2022, the Company notified American Stock Transfer & Trust Company, LLC, the redemption agent (the “Redemption Agent”)
for the Company’s 7.75% Series B Term Preferred Stock due 2026 (the “Series B Term Preferred Stock”), of the Company’s
election to redeem, in full, all of the outstanding shares of the Series B Term Preferred Stock and instructed the Redemption Agent to
provide notice of such redemption to the holders of the Series B Term Preferred Stock. The Company expects the redemption to be completed
on February 28, 2022 (the “Series B Redemption Date”). The redemption price per share will be $25 plus an amount equal to
all unpaid dividends and distributions on each share accumulated to, but excluding, the Series B Redemption Date, without interest, if
any.
On
January 14, 2022, the Company also notified the Redemption Agent for the Company’s 6.75% notes due 2027 (the “2027 Notes”),
of the Company’s election to redeem, in full, all of the aggregate principal amount outstanding of the 2027 Notes and instructed
the Redemption Agent to provide notice of such redemption to the holders of the 2027 Notes. The Company expects the redemption to be completed
on February 14, 2022 (the “2027 Notes Redemption Date”). The redemption price per 2027 Note will be $25 plus accrued and unpaid
interest through, but excluding, the 2027 Notes Redemption Date.
On
January 14, 2022, the Company also notified the Redemption Agent for the Company’s 6.6875% notes due 2028 (the “2028 Notes”),
of the Company’s election to redeem, in part, 50%, or $32,423,775 aggregate principal amount, of the outstanding 2028 Notes (or
1,296,951 notes), and instructed the Redemption Agent to provide notice of such redemption to the holders of the 2028 Notes. The Company
expects the redemption to be completed on February 14, 2022 (the “2028 Notes Redemption Date”). The redemption price per 2028
Note will be $25 plus accrued and unpaid interest through, but excluding, the 2028 Notes Redemption Date. Following the redemption, $32,423,800
aggregate principal amount of the 2028 Notes (or 1,296,952 notes) will remain outstanding.
This
Current Report on Form 8-K does not constitute a notice of redemption of the Series B Term Preferred Stock, the 2027 Notes or the 2028
Notes.
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Item 9.01.
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Financial Statements and Exhibits.
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SIGNATURE
Pursuant to the requirements
of the Securities Exchange Act of 1934, Eagle Point Credit Company Inc. has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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Eagle Point Credit Company Inc.
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Date: January 14, 2022
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By:
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/s/ Kenneth P. Onorio
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Kenneth P. Onorio
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Chief Financial Officer
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