Item 1.01. Entry into a Material Definitive Agreement.
On January 24, 2022, in connection with a previously announced public offering
(the "Offering"), Eagle Point Credit Company Inc. (the "Company") entered into
the fifth supplemental indenture (the "Fifth Supplemental Indenture") between
the Company and American Stock Transfer & Trust Company, LLC (the "Trustee"),
which supplements a base indenture, dated December 4, 2015, between the Company
and the Trustee (the "Base Indenture," and, together with the Fifth Supplemental
Indenture, the "Indenture"). The Fifth Supplemental Indenture relates to the
Company's issuance of $87,000,000 aggregate principal amount of its 5.375% Notes
due 2029 (the "Notes"). 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 Notes within 30 days of January 13, 2022.
The Notes are expected to be listed on the New York Stock Exchange and to trade
under the trading symbol "ECCV".
The Notes will mature on January 31, 2029. The principal payable at maturity
will be 100% of the aggregate principal amount. The interest rate of the Notes
is 5.375% per year and will be paid every March 31, June 30, September 30 and
December 31, beginning March 31, 2022, and the regular record dates for interest
payments will be every March 15, June 15, September 15 and December 15,
beginning March 15, 2022. If an interest payment date falls on a non-business
day, the applicable interest payment will be made on the next business day and
no additional interest will accrue as a result of such delayed payment. The
initial interest period for the Notes will be the period from and including
January 24, 2022, to, but excluding, the initial interest payment date, and the
subsequent interest periods will be the periods from and including an interest
payment date to, but excluding, the next interest payment date or the stated
maturity date, as the case may be.
The Company is issuing the Notes in denominations of $25 and integral multiples
of $25 in excess thereof. The Notes will not be subject to any sinking fund and
holders of the Notes will not have the option to have the Notes repaid prior to
the stated maturity date.
The Notes may be redeemed in whole or in part at any time or from time to time
at the Company's option on or after January 31, 2025 upon not less than 30-days'
nor more than 60-days' written notice by mail prior to the date fixed for
redemption thereof, at a redemption price equal to 100% of the outstanding
aggregate principal amount thereof plus accrued and unpaid interest otherwise
payable for the then-current quarterly interest period accrued to, but
excluding, the date fixed for redemption. Any exercise of the Company's option
to redeem the Notes will be done in compliance with the Investment Company Act
of 1940, as amended (the "1940 Act").
If the Company redeems only some of the Notes, the Trustee will determine the
method for selection of the particular Notes to be redeemed, in accordance with
the rules of any national securities exchange or quotation system on which the
Notes are listed, on a pro rata basis to the extent practicable or by lot or
such similar method in accordance with the procedures of The Depository Trust
Company. Unless the Company defaults in payment of the redemption price, on and
after the date of redemption, interest will cease to accrue on the Notes called
for redemption.
Pursuant to the Indenture, the Company has the ability, without the consent of
the holders of the Notes, to issue additional series of the Notes (in any such
case, "Additional Notes") having the same ranking and the same interest rate,
maturity and other terms as the Notes. Any Additional Notes and the existing
Notes shall constitute a single series under the Indenture.
The Indenture contains certain covenants, including a covenant requiring the
Company to comply with Section 18(a)(1)(A) of the 1940 Act (as modified by the
other provisions of Section 18 of the 1940 Act) as in effect from time to time
or any successor provisions thereto, whether or not the Company is subject to
such provisions of the 1940 Act, but giving effect, in either case, to any
exemptive relief granted to the Company by the Securities and Exchange
Commission (the "SEC"), and to provide certain financial information to the
holders of the Notes and the Trustee if the Company should no longer be subject
to the reporting requirements under the Securities Exchange Act of 1934, as
amended, as made applicable to the Company by the 1940 Act. These covenants are
subject to important limitations and exceptions that are set forth in the
Indenture.
The Notes were offered and sold pursuant to the Company's effective shelf
registration statement on Form N-2 (File No. 333-237586) previously filed with
the SEC, as supplemented by a preliminary prospectus supplement dated January
12, 2022, a final prospectus supplement dated January 13, 2022 and the pricing
term sheet filed with the SEC on January 13, 2022. This Current Report on Form
8-K shall not constitute an offer to sell or a solicitation of an offer to buy
any securities, nor shall there be any sale of these securities in any state or
jurisdiction in which such an offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of any such
state or other jurisdiction. The transaction closed on January 24, 2022.
The description above is only a summary of the material provisions of the
Indenture and the Notes and is qualified in its entirety by reference to copies
of the Indenture and the Notes, respectively, each filed as exhibits to this
Current Report on Form 8-K and incorporated by reference herein.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 of this Current Report on Form 8-K is
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
EXHIBIT
NUMBER DESCRIPTION
4.1 Fifth Supplemental Indenture, dated as of January 24, 2022, relating
to the 5.375% Notes due 2029, by and between Eagle Point Credit
Company Inc. and American Stock Transfer & Trust Company, LLC, as
trustee.
4.2 Form of 5.375% Notes due 2029 (included in Exhibit 4.1 hereto).
5.1 Opinion of Dechert LLP.
23.1 Consent of Dechert LLP (contained in the opinion filed as Exhibit
5.1 hereto).
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EAGLE POINT CREDIT COMPANY INC. 
