EAGLE POINT INCOME CO INC. : Conclusion of an important definitive agreement, significant modification of the rights of security holders, modifications of the articles of association or regulations; Change of year, financial statements and supporting documents (form 8-K)

Article 1.01. The conclusion of an important definitive agreement.
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Series A forward preferred shares are expected to be listed on the
The placement was made in accordance with a registration statement on form N-2 (333-259029), filed with the
As part of the Offer, the
The foregoing description of the terms of the Underwriting Agreement and the Designation Certificate for the Series A Forward Preferred Shares is not complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement and the designation certificate for Series A Forward Preferred Shares, copies of which are filed as Exhibits 1.1 and 3.1 of this current report on Form 8-K and incorporated by reference herein.
Article 3.03. Significant change in the rights of security holders.
The information set out in Section 5.03 of this current report on Form 8-K is incorporated herein by reference.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal year Series A Term Preferred Stock
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Liquidation preference. In the event of a liquidation, dissolution or winding-up of the affairs of the Company, holders of Series A Forward Preferred Shares will be entitled to receive a liquidation distribution equal to the liquidation preference of.
Dividends. The Company intends to pay monthly dividends on the Series A Forward Preferred Shares at a fixed annual rate of 5.00% of the liquidation preference (
The cash dividends accrued on each share of the Series A Forward Preferred Shares will be payable monthly, as declared, or as authorized by the Board of Directors of the Company, out of the funds. legally available for such payment. For the first two dividend periods, dividends from the Series A Forward Preferred Shares will be paid on
Mandatory term redemption. The Company is required to redeem all of the outstanding shares of the Series A Forward Preferred Shares on
The Company may not make any modification or repeal its obligation to redeem the Series A Forward Preferred Shares on the Mandatory Redemption Date without the prior unanimous approval of the holders of the Series A Forward Preferred Shares.
Ranking. The Series A Term Preferred Shares will be senior securities constituting share capital. The Series A forward preferred shares will be classified:
? senior to shares of the Company's common stock in priority of payment of dividends and as to the distribution of assets upon dissolution, liquidation or the winding-up of the Company's affairs; ? equal in priority with all other series of preferred stock the Company may issue in the future as to priority of payment of dividends and as to distributions of assets upon dissolution, liquidation or the winding-up of the Company's affairs; and ? subordinate in right of payment to the holders of the Company's existing and future indebtedness (including indebtedness under the Company's credit facility withBNP Paribas ).
Subject to the asset coverage requirements of the 1940 Act, the Company may issue additional series of preferred shares (or additional shares of the Series A forward preferred shares), but the Company may not issue additional classes. of capital stock ranking higher or lower than the forward preferred shares of Series A as to the priority of payment of dividends or as to the distribution of assets on the dissolution, liquidation or liquidation of the affairs of the company .
Optional redemption. Any time on or after
Right to vote. Unless otherwise provided in the certificate of incorporation of the Company or as required by law, (1) each holder of Series A Forward Preferred Shares shall be entitled to one vote for each share of Series A Forward Preferred Shares held. on each question put to a vote of the shareholders of the Company and (2) the holders of all the outstanding preferred shares, including the Series A forward preferred shares, and the common shares will vote together as one class; provided that the holders of preferred shares (including the Series A forward preferred shares) voting separately as a class, will be entitled to elect two (2) of the directors of the Company (the âPreferred Directorsâ) and, if the Company does not pay dividends on all of the outstanding preferred shares, including the Series A forward preferred shares, in an amount equal to two (2) full years of dividends, and until such failure to be corrected, will have the right to elect the majority of the directors of the Company. One of the Preferred Directors will be up for election in 2022, and the other Preferred Director will be up for election in 2023.
Holders of Series A Forward Preferred Shares will also vote separately as a class on any matter that materially and adversely affects any preference, right or power of holders of Series A Forward Preferred Shares.
Transfer agent and paying agent.
will act as transfer agent and registrar and redemption and payment agent in respect of the Series A Preferred Shares.
The foregoing description of the terms relating to the Series A Preferred Shares is not complete and is qualified in its entirety by reference to the full text of the Certificate of Designation for the Series A Forward Preferred Shares, a copy of which is filed as as part 3.1. to this current report on Form 8-K and incorporated by reference herein.
Article 9.01. Financial statements and supporting documents.
(d) Exhibits EXHIBIT NUMBER DESCRIPTION 1.1 Underwriting Agreement, datedOctober 18, 2021 , by and among the Company,Eagle Point Income Management LLC ,Eagle Point Administration LLC andLadenburg Thalmann & Co. Inc. 3.1 Certificate of Designation of 5.00% Series A Term Preferred Stock due 2026.
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