8-K: Eagle Point Income Company Issues 1.22 Million Shares of 8% Series C Preferred Stock
Capital Raise Announcement
Eagle Point Income Company has successfully issued 1.22 million shares of its 8% Series C Term Preferred Stock due 2029, with an option for underwriters to purchase an additional 183,000 shares.
Summary
- Eagle Point Income Company Inc. has entered into an underwriting agreement to issue and sell 1,220,000 shares of its 8.00% Series C Term Preferred Stock due 2029.
- The offering closed on April 3, 2024.
- Underwriters have an option to purchase up to an additional 183,000 shares within 30 days of March 27, 2024.
- The Series C Term Preferred Stock is expected to be listed on the New York Stock Exchange under the symbol EICC.
- The company filed a Certificate of Designation for the Series C Term Preferred Stock, designating a total of 2,400,000 shares.
- Holders of the Series C Term Preferred Stock will receive a liquidation preference of $25 per share plus accumulated but unpaid dividends.
- The company intends to pay monthly dividends at a fixed annual rate of 8.00% of the liquidation preference, which is $2.00 per share per year.
- The company is required to redeem all outstanding shares of the Series C Term Preferred Stock on April 30, 2029.
- The Series C Term Preferred Stock ranks senior to common stock and equal in priority with other series of preferred stock, but subordinate to the company's existing and future indebtedness.
Sentiment
Score: 7
Explanation: The document is a standard announcement of a capital raise through preferred stock issuance. The terms are reasonable and the offering appears to be well-structured. The sentiment is positive but not overly enthusiastic as it is a routine financial transaction.
Positives
- The company successfully completed the issuance of 1.22 million shares of preferred stock.
- The offering provides the company with additional capital.
- The Series C Term Preferred Stock offers a fixed annual dividend rate of 8.00%.
- The stock is expected to be listed on the NYSE, providing liquidity for investors.
- The mandatory redemption date provides a clear timeline for investors.
Negatives
- The Series C Term Preferred Stock is subordinate to the company's existing and future indebtedness.
- The company's board of directors may choose not to pay dividends if it is not in the best interest of the company or if the company fails to maintain asset coverage.
- The dividend rate will only increase by 2% per annum if the company fails to redeem the stock on the mandatory redemption date or fails to pay a dividend on the payment date.
Risks
- The company may not be able to pay dividends if it fails to maintain the asset coverage required by the Investment Company Act of 1940.
- The company's board of directors may decide not to pay dividends if it is not in the best interest of the company's stockholders.
- The Series C Term Preferred Stock is subordinate to the company's debt, which could impact recovery in the event of liquidation.
- The company's ability to redeem the Series C Term Preferred Stock on the mandatory redemption date depends on its financial condition at that time.
Future Outlook
The company intends to use the net proceeds from the sale of the shares as specified in the registration statement and prospectus. The company will also seek to list the shares on the NYSE and maintain that listing.
Industry Context
This offering is part of the company's ongoing capital management strategy. The issuance of preferred stock is a common method for closed-end investment companies to raise capital and manage their leverage. The 8% dividend rate is competitive in the current market for preferred stock.
Comparison to Industry Standards
- The 8% dividend rate is within the typical range for preferred stock issued by closed-end investment companies.
- Companies like Oxford Lane Capital Corp. (OXLC) and Prospect Capital Corporation (PSEC) also issue preferred stock with similar dividend yields.
- The mandatory redemption feature is a common structure for term preferred stock, providing investors with a defined maturity date.
- The ranking of the Series C Term Preferred Stock, senior to common stock but subordinate to debt, is standard for preferred stock issuances.
Stakeholder Impact
- Shareholders will see an increase in the company's capital base.
- Preferred shareholders will receive a fixed dividend and a defined redemption date.
- The company will have additional capital to invest in its portfolio.
Next Steps
- The company will list the Series C Term Preferred Stock on the NYSE under the symbol EICC.
- The company will pay monthly dividends on the Series C Term Preferred Stock.
- The company will redeem all outstanding shares of the Series C Term Preferred Stock on April 30, 2029.
Key Dates
| Date | Description |
|---|---|
| 2018-10-03 | Custody agreement with Wells Fargo Bank, National Association (subsequently assigned to Computershare Trust Company, N.A.) |
| 2018-10-05 | Investment advisory agreement with Eagle Point Income Management LLC, administration agreement with Eagle Point Administration LLC, and transfer agency and registrar services agreement with Equiniti Trust Company, LLC. |
| 2024-03-27 | Date of the underwriting agreement and pricing of the Series C Term Preferred Stock. |
| 2024-03-29 | Board of Directors approved the designation of the Series C Term Preferred Stock. |
| 2024-04-01 | Company filed the Certificate of Designation for the Series C Term Preferred Stock with the Secretary of State of Delaware. |
| 2024-04-03 | Closing date of the offering of the Series C Term Preferred Stock. |
| 2024-04-10 | Record date for the first dividend payment of the Series C Term Preferred Stock. |
| 2024-04-30 | First dividend payment date for the Series C Term Preferred Stock. |
| 2024-05-13 | Record date for the second dividend payment of the Series C Term Preferred Stock. |
| 2024-05-31 | Second dividend payment date for the Series C Term Preferred Stock. |
| 2024-06-10 | Record date for the third dividend payment of the Series C Term Preferred Stock. |
| 2024-06-28 | Third dividend payment date for the Series C Term Preferred Stock. |
| 2026-04-03 | Earliest date the company may optionally redeem the Series C Term Preferred Stock. |
| 2029-04-30 | Mandatory redemption date for all outstanding shares of the Series C Term Preferred Stock. |
Keywords
preferred stock, term preferred stock, series C, dividends, redemption, underwriting agreement, investment company, EICC, NYSE
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