497 1 tv491382_497.htm 497

Filed pursuant to Rule 497
1933 Act File No. 333-218611

PROSPECTUS SUPPLEMENT
(to Prospectus dated June 14, 2017)

$60,000,000

EAGLE POINT CREDIT COMPANY INC.

6.6875% Notes due 2028



 

We are an externally managed, non-diversified closed-end management investment company that has registered as an investment company under the Investment Company Act of 1940, as amended, or the “1940 Act.” Our primary investment objective is to generate high current income, with a secondary objective to generate capital appreciation. We seek to achieve our investment objectives by investing primarily in equity and junior debt tranches of collateralized loan obligations, or “CLOs,” that are collateralized by a portfolio consisting primarily of below investment grade U.S. senior secured loans with a large number of distinct underlying borrowers across various industry sectors. We may also invest in other securities and instruments that are related to these investments or that our investment adviser believes are consistent with our investment objectives, including senior debt tranches of CLOs and loan accumulation facilities. Loan accumulation facilities are short- to medium-term facilities often provided by the bank that will serve as the placement agent or arranger on a CLO transaction. Loan accumulation facilities typically incur leverage between four and six times prior to a CLO’s pricing. The CLO securities in which we primarily seek to invest are unrated or rated below investment grade and are considered speculative with respect to timely payment of interest and repayment of principal. Unrated and below investment grade securities are also sometimes referred to as “junk” securities. In addition, the CLO equity and junior debt securities in which we invest are highly leveraged (with CLO equity securities typically being leveraged nine to 13 times), which magnifies our risk of loss on such investments.

Eagle Point Credit Management LLC, our investment adviser, manages our investments subject to the supervision of our board of directors. As of January 31, 2018, Eagle Point Credit Management LLC had approximately $2.1 billion of total assets under management for investment in CLO securities and related investments, including capital commitments that were undrawn as of such date. Eagle Point Administration LLC, an affiliate of our investment adviser, serves as our administrator.

We are offering $60,000,000 aggregate principal amount of 6.6875% notes due 2028, or the “2028 Notes.”

The 2028 Notes will mature on April 30, 2028 and 100% of the aggregate principal amount will be paid at maturity. The 2028 Notes will be issued in minimum denominations of $25 and integral multiples of $25 in excess thereof. We will pay interest on the 2028 Notes offered by this prospectus supplement on March 31, June 30, September 30 and December 31 of each year, or the next business day thereafter, beginning on July 2, 2018 (the first business day following June 30, 2018). We may redeem the 2028 Notes in whole or in part at any time or from time to time on or after April 30, 2021 at our sole option, at the redemption price set forth under the caption “Description of the Notes — Optional Redemption” in this prospectus supplement. Holders of the 2028 Notes will not have the option to have the 2028 Notes repaid prior to April 30, 2028. If we fail to maintain asset coverage, as defined in the 1940 Act, of at least the percentage required under Section 18(a)(1)(A) of the 1940 Act (currently, 300%) or any successor provisions with respect to securities issued under the indenture which governs the 2028 Notes, we will be required to redeem an aggregate principal amount of securities issued under our indenture (which at our discretion may include any number or portion of the 2028 Notes) that, when combined with any preferred stock redeemed for failure to maintain the asset coverage required for preferred stock, (1) results in us having asset coverage of at least the percentage required under Section 18(a)(1)(A) of the 1940 Act or any successor provisions or (2) if smaller, the maximum aggregate principal amount of such securities that can be redeemed out of funds legally available for such redemption.

The 2028 Notes are our direct unsecured obligations and will rank equal in right of payment with our existing unsecured indebtedness, including our 6.75% notes due 2027 and our 7.00% notes due 2020, and any other unsecured indebtedness that we may incur in the future. The 2028 Notes are effectively subordinated, or junior in right of payment, to any future secured indebtedness that we may incur and structurally subordinated to all future indebtedness and other obligations of our subsidiaries. We intend to list the 2028 Notes on the New York Stock Exchange, or the “NYSE,” under the symbol “ECCX,” and we expect trading in the 2028 Notes on the NYSE to begin within 30 days of the original issue date. The 2028 Notes are expected to trade “flat.” This means that purchasers will not pay, and sellers will not receive, any accrued and unpaid interest on the 2028 Notes that is not reflected in the trading price. Currently, there is no public market for the 2028 Notes.

Investing in our securities involves a high degree of risk, including the risk of a substantial loss of investment. Before purchasing any 2028 Notes, you should read the discussion of the principal risks of investing in the 2028 Notes, which are summarized in “Risk Factors” beginning on page S-16 of this prospectus supplement and page 17 of the accompanying prospectus.

This prospectus supplement contains important information you should know before investing in the 2028 Notes. Please read this prospectus supplement and the accompanying prospectus before you invest and retain them for future reference. We file annual and semi-annual stockholder reports, proxy statements and other information with the U.S. Securities and Exchange Commission, or the “SEC.” To obtain this information free of charge or make other inquiries pertaining to us, please visit our website (www.eaglepointcreditcompany.com) or call (844) 810-6501 (toll-free). You may also obtain a copy of any information regarding us filed with the SEC from the SEC’s website (www.sec.gov).

Neither the SEC nor any state securities commission has approved or disapproved of these securities or determined that this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

   
  Per Note   Total(1)
Public offering price   $ 25.00     $ 60,000,000  
Sales load (underwriting discounts and commissions)   $ 0.78125     $ 1,875,000  
Proceeds to us (before expenses)(2)   $ 24.21875     $ 58,125,000  
(1) We have granted the underwriters an option to purchase up to an additional $9,000,000 aggregate principal amount of the 2028 Notes from us at the public offering price, less the sales load payable by us, for 30 days after the date of this prospectus supplement solely to cover overallotments, if any. If the underwriters exercise this option in full, the total sales load paid by us will be $2,156,250, and total proceeds to us, before expenses, will be $66,843,750. The 2028 Notes will accrue interest from April 24, 2018. The underwriters have agreed to pay us any interest accrued on 2028 Notes issued after such date pursuant to the overallotment option.
(2) Total offering expenses payable by us, excluding sales load, are estimated to be $250,000.

THE 2028 NOTES ARE NOT DEPOSITS OR OTHER OBLIGATIONS OF A BANK AND ARE NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.

The underwriters expect to deliver the 2028 Notes in book-entry form through The Depository Trust Company on or about April 24, 2018.

Ladenburg Thalmann

 
B. Riley FBR   Oppenheimer & Co.

   
BB&T Capital Markets   Incapital   National Securities Corporation

The date of this prospectus supplement is April 17, 2018


 
 

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ABOUT THIS PROSPECTUS SUPPLEMENT

You should rely only on the information contained in this prospectus supplement and the accompanying prospectus. We have not, and the underwriters have not, authorized any other person to provide you with different information. We are not, and the underwriters are not, making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. You should assume that the information appearing in this prospectus supplement is accurate only as of the date on the front cover of this prospectus supplement, and the information appearing in the accompanying prospectus is accurate only as of the date on its front cover. Our business, financial condition, results of operations, cash flows and prospects may have changed since these dates. We will update these documents to reflect material changes only as required by law. We are offering to sell, and seeking offers to buy, securities only in jurisdictions where such offers are permitted.

This document is in two parts. The first part is this prospectus supplement, which describes the terms of this offering and also adds to and updates information contained in the accompanying prospectus. The second part is the accompanying prospectus, which gives more general information and disclosure. To the extent the information contained in this prospectus supplement differs from the information contained in the accompanying prospectus, the information in this prospectus supplement controls. You should read this prospectus supplement and the accompanying prospectus together with the additional information described under the heading, “Additional Information” in this prospectus supplement before investing in the 2028 Notes.

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TABLE OF CONTENTS
 
PROSPECTUS SUPPLEMENT

PROSPECTUS

 
ABOUT THIS PROSPECTUS     ii  
PROSPECTUS SUMMARY     1  
FEES AND EXPENSES     13  
RISK FACTORS     17  
USE OF PROCEEDS     50  
RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED DIVIDENDS     51  
SENIOR SECURITIES     52  
PRICE RANGE OF COMMON STOCK     53  
BUSINESS     55  
THE ADVISER AND THE ADMINISTRATOR     68  
MANAGEMENT     77  
DETERMINATION OF NET ASSET VALUE     85  
CONFLICTS OF INTEREST     86  
U.S. FEDERAL INCOME TAX MATTERS     89  
DESCRIPTION OF OUR SECURITIES     101  
DESCRIPTION OF OUR CAPITAL STOCK     102  
DESCRIPTION OF OUR PREFERRED STOCK     111  
DESCRIPTION OF OUR SUBSCRIPTION RIGHTS     112  
DESCRIPTION OF OUR DEBT SECURITIES     114  
BOOK-ENTRY ISSUANCE     124  
PLAN OF DISTRIBUTION     126  
REGULATION AS A CLOSED-END MANAGEMENT INVESTMENT COMPANY     128  
ADDITIONAL INVESTMENTS AND TECHNIQUES     132  
CONTROL PERSONS, PRINCIPAL STOCKHOLDERS AND SELLING STOCKHOLDERS     138  

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PROSPECTUS SUPPLEMENT SUMMARY

The following summary highlights some of the information contained in this prospectus supplement. It is not complete and may not contain all the information that is important to a decision to invest in the 2028 Notes. You should read carefully the more detailed information set forth under “Risk Factors” in this prospectus supplement and the accompanying prospectus and the other information included in this prospectus supplement and the accompanying prospectus.

Except where the context suggests otherwise, the terms:

“Eagle Point Credit Company,” the “Company,” “we,” “us” and “our” refer to Eagle Point Credit Company Inc., a Delaware corporation, and its consolidated subsidiaries or, for periods prior to our conversion to a corporation, Eagle Point Credit Company LLC, a Delaware limited liability company;
“Eagle Point Credit Management” and “Adviser” refer to Eagle Point Credit Management LLC, a Delaware limited liability company;
“Eagle Point Administration” and “Administrator” refer to Eagle Point Administration LLC, a Delaware limited liability company; and
“Risk-adjusted returns” refers to the profile of expected asset returns across a range of potential macroeconomic scenarios, and does not imply that a particular strategy or investment should be considered low-risk.

Unless otherwise noted, the information contained in this prospectus supplement assumes the underwriters’ overallotment option is not exercised.

Eagle Point Credit Company

We are an externally managed, non-diversified closed-end management investment company that has registered as an investment company under the 1940 Act. We have elected to be treated, and intend to qualify annually, as a regulated investment company, or “RIC,” under Subchapter M of the Internal Revenue Code of 1986, as amended, or the “Code,” commencing with our tax year ended November 30, 2014.

Our primary investment objective is to generate high current income, with a secondary objective to generate capital appreciation. We seek to achieve our investment objectives by investing primarily in equity and junior debt tranches of CLOs that are collateralized by a portfolio consisting primarily of below investment grade U.S. senior secured loans with a large number of distinct underlying borrowers across various industry sectors. We may also invest in other securities and instruments that are related to these investments or that the Adviser believes are consistent with our investment objectives, including senior debt tranches of CLOs and loan accumulation facilities. The amount that we invest in these other securities and instruments may vary from time to time and, as such, may constitute a material part of our portfolio on any given date, all as based on the Adviser’s assessment of prevailing market conditions. The CLO securities in which we primarily seek to invest are unrated or rated below investment grade and are considered speculative with respect to timely payment of interest and repayment of principal. Below investment grade and unrated securities are also sometimes referred to as “junk” securities. These investment objectives are not fundamental policies of ours and may be changed by our board of directors without prior approval of our securityholders. See “Business” in the accompanying prospectus.

In the primary CLO market (i.e., acquiring securities at the inception of a CLO), we seek to invest in CLO securities that the Adviser believes have the potential to generate attractive risk-adjusted returns and to outperform other similar CLO securities issued within the respective vintage period. In the secondary CLO market (i.e., acquiring existing CLO securities), we seek to invest in CLO securities that the Adviser believes have the potential to generate attractive risk-adjusted returns.

The Adviser pursues a differentiated strategy within the CLO market focused on:

proactive sourcing and identification of investment opportunities;
utilization of the Adviser’s methodical and rigorous investment analysis and due diligence process;

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active involvement at the CLO structuring and formation stage; and
taking, in many instances, significant stakes in CLO equity and junior debt tranches.

We believe that the Adviser’s direct and often longstanding relationships with CLO collateral managers, its CLO structural expertise and its relative scale in the CLO market will enable us to source and execute investments with attractive economics and terms relative to other CLO opportunities.

When we make a significant primary market investment in a particular CLO tranche, we generally expect to be able to influence the CLO’s key terms and conditions. In particular, the Adviser believes that, although typically exercised only a minority of the time in the Adviser’s experience, the protective rights associated with holding a majority position in a CLO equity tranche (such as the ability to call the CLO after the non-call period, to refinance/reprice certain CLO debt tranches after a period of time and to influence potential amendments to the governing documents of the CLO) may reduce our risk in these investments. We may acquire a majority position in a CLO tranche directly, or we may benefit from the advantages of a majority position where both we and other accounts managed by the Adviser collectively hold a majority position, subject to any restrictions on our ability to invest alongside such other accounts. See “Business — Other Investment Techniques — Co-Investment with Affiliates” in the accompanying prospectus.

We seek to construct a portfolio of CLO securities that provides varied exposure across a number of key categories, including:

number of borrowers underlying each CLO;
industry type of a CLO’s underlying borrowers;
number and investment style of CLO collateral managers; and
CLO vintage period.

The Adviser has a long-term investment horizon and invests primarily with a buy-and-hold mentality. However, on an ongoing basis, the Adviser actively monitors each investment and may sell positions if circumstances change from the time of investment or if the Adviser believes it is in our best interest to do so.

Portfolio

As of February 28, 2018, we estimate that 87.7% of the fair value of our investments was in equity tranches of CLOs, 4.6% was in CLO debt tranches and 7.7% was in loan accumulation facilities. As of December 31, 2017, 93.2% of the fair value of our investments was in equity tranches of CLOs, 1.5% was in CLO debt tranches and 5.3% was in loan accumulation facilities. As of December 31, 2017, our investments had 31 different CLO collateral managers and an aggregate fair value of $479.9 million.

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Below is an unaudited summary description of our CLO equity and loan accumulation facility investments held as of February 28, 2018 and December 31, 2017 on a look-through basis and reflects aggregate underlying exposure based on the portfolios of those investments. The information is estimated and derived from CLO trustee reports, custody statements, information received from CLO collateral managers, third party data sources and other statements related to the months of February 2018 and December 2017, respectively:

   
  February
2018(1)
  December
2017(1)
Number of unique underlying borrowers     1,276       1,253  
Largest exposure to an individual borrower     0.99 %      1.00 % 
Average individual borrower exposure     0.08 %      0.08 % 
Aggregate exposure to 10 largest borrowers     6.46 %      6.30 % 
Aggregate indirect exposure to senior secured loans(2)     97.63 %      97.79 % 
Weighted average stated spread     3.61 %      3.66 % 
Weighted average LIBOR(3) floor     0.96 %      0.96 % 
Weighted average percentage of floating rate loans with LIBOR floors     73.70 %      75.61 % 
Weighted average credit rating of underlying collateral(4)     B+/B       B+/B  
Weighted average junior overcollateralization (OC) cushion     4.05 %      4.20 % 
Weighted average market value of underlying collateral     99.06 %      98.54 % 
Weighted average maturity of underlying collateral (in years)     5.2       5.2  
U.S. dollar currency exposure     99.8 %      99.8 % 

(1) Information relating to the market price of underlying collateral is as of month end for February 2018 and December 2017. However, with respect to other information shown, depending on when such information was received, the data may reflect a lag in the information reported. As such, while this information was obtained from third party data sources, February 2018 and December 2017 trustee reports and similar reports, other than market price, it does not reflect actual underlying portfolio characteristics as of February 28, 2018 or December 31, 2017, as the case may be, and this data may not be representative of current or future holdings. In addition, certain underlying borrowers may be re-classified from time to time based on developments in their respective businesses and/or market practices. Accordingly, certain underlying borrowers that are currently, or were previously, summarized as a single borrower may in current or future periods be reflected as multiple borrowers.
(2) We obtain exposure to underlying senior secured loans indirectly through our investments in CLOs.
(3) “LIBOR” refers to the London Interbank Offered Rate.
(4) Credit ratings shown are based on those assigned by Standard & Poor’s Rating Group, or “S&P,” or, for comparison and informational purposes, if S&P does not assign a rating to a particular obligor, the weighted average rating shown reflects the S&P equivalent rating of a rating agency that rated the obligor provided that such other rating is available with respect to a CLO equity or related investment held by us. In the event multiple ratings are available, the lowest S&P rating, or if there is no S&P rating, the lowest equivalent rating, is used. The ratings of specific borrowings by an obligor may differ from the rating assigned to the obligor and may differ among rating agencies. For certain obligors, no rating is available in the reports received by us. Such obligors are not shown in the figures presented. Ratings below BBB- are below investment grade. Further information regarding S&P’s rating methodology and definitions may be found on its website (www.standardandpoors.com). This data includes underlying portfolio characteristics of our CLO equity and loan accumulation facility portfolio.

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Eagle Point Credit Management

Eagle Point Credit Management, our investment adviser, manages our investments subject to the supervision of our board of directors. An affiliate of the Adviser, Eagle Point Administration, performs, or arranges for the performance of, our required administrative services. For a description of the fees and expenses that we pay to the Adviser and the Administrator, see “The Adviser and the Administrator — Investment Advisory Agreement — Management Fee and Incentive Fee” and “The Adviser and the Administrator — The Administrator and the Administration Agreement” in the accompanying prospectus.

The Adviser is registered as an investment adviser with the SEC and, as of January 31, 2018, had approximately $2.1 billion of total assets under management for investment in CLO securities and related investments, including capital commitments that were undrawn as of such date. The Adviser was established in November 2012 by Thomas P. Majewski and Stone Point Capital LLC, or “Stone Point,” as investment manager of Trident V, L.P. and related investment vehicles, which we refer to collectively as the “Trident V Funds.” Stone Point, an investment adviser registered with the SEC, is a specialized private equity firm focused on the financial services industry. Since its inception, Stone Point (including a predecessor entity) has raised seven private equity funds with aggregate committed capital of approximately $19 billion. The Adviser is primarily owned by the Trident V Funds through intermediary holding companies. In addition, members of the Adviser’s “Senior Investment Team” hold ownership interests in the Adviser. The Adviser is governed by a board of managers, which includes Mr. Majewski and certain principals of Stone Point. See “The Adviser and the Administrator” in the accompanying prospectus.

The Adviser’s Senior Investment Team is led by Mr. Majewski, Managing Partner of the Adviser, and is also comprised of Daniel W. Ko, Portfolio Manager, and Daniel M. Spinner, Portfolio Manager. The Senior Investment Team is primarily responsible for our day-to-day management and the implementation of our investment strategy and process.

Each member of the Senior Investment Team is a CLO industry specialist who has been directly involved in the CLO market for the majority of his career and has built relationships with key market participants, including CLO collateral managers, investment banks and investors. Members of the Senior Investment Team have been involved in the CLO market as:

the head of the CLO business at various investment banks;
a lead CLO structurer and collateralized debt obligation workout specialist at an investment bank;
a CLO equity and debt investor;
a principal investor in CLO collateral management firms; and
a lender and mergers and acquisitions adviser to CLO collateral management firms.

We believe that the complementary, yet highly specialized, skill set of each member of the Senior Investment Team provides the Adviser with a competitive advantage in its CLO-focused investment strategy. See “The Adviser and the Administrator — Portfolio Managers” in the accompanying prospectus.

CLO Overview

Our investment portfolio is comprised primarily of investments in the equity and junior debt tranches of CLOs. The CLOs that we target are securitization vehicles that pool portfolios of primarily below investment grade U.S. senior secured loans. Such pools of underlying assets are often referred to as a CLO’s “collateral.” While the vast majority of the portfolio of most CLOs consists of senior secured loans, many CLOs enable the CLO collateral manager to invest up to 10% of the portfolio in assets that are not first lien senior secured loans, including second lien loans, unsecured loans, senior secured bonds and senior unsecured bonds.

CLOs are generally required to hold a portfolio of assets that is highly diversified by underlying borrower and industry, and is subject to a variety of asset concentration limitations. Most CLOs are revolving structures that generally allow for reinvestment over a specific period of time (in many cases up to five years). In cash flow CLOs, which are the type of CLOs we target, the terms and covenants of the structure are, with certain

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exceptions, based primarily on the cash flow generated by, and the par value (as opposed to the market price) of, the CLO collateral. These covenants include collateral coverage tests, interest coverage tests and collateral quality tests.

A CLO funds the purchase of a portfolio of primarily senior secured loans via the issuance of CLO equity and debt instruments in the form of multiple, primarily floating-rate debt, tranches. The CLO debt tranches typically are rated “AAA” (or its equivalent) at the most senior level down to “BB” or “B” (or its equivalent), which is below investment grade, at the most junior level by Moody’s Investor Service, Inc., S&P and/or Fitch, Inc. The CLO equity tranche is unrated and typically represents approximately 8% to 11% of a CLO’s capital structure. A CLO’s equity tranche represents the first loss position in the CLO. Below investment grade and unrated securities are sometimes referred to as “junk” securities.

The diagram below is for illustrative purposes only. The CLO structure highlighted below is a hypothetical structure, and the structure of CLOs in which we invest may vary substantially from the example set forth below. Please see “Business — CLO Overview” in the accompanying prospectus for a more detailed description of a CLO’s typical structure and key terms and conditions including its priority-of-payment schedules.

[GRAPHIC MISSING]

Since a CLO’s indenture requires that the maturity dates of a CLO’s assets (typically five to eight years from the date of issuance of a senior secured loan) be shorter than the maturity date of the CLO’s liabilities (typically 11 to 12 years from the date of issuance), CLOs generally do not face refinancing risk on the CLO debt.

Depending on the Adviser’s assessment of market conditions, our investment focus may vary from time to time between CLO equity and CLO debt investments.

We believe that CLO equity has the following attractive fundamental attributes:

Potential for strong absolute and risk-adjusted returns:  We believe that CLO equity offers a potential total return profile that is attractive on a risk-adjusted basis compared to U.S. public equity markets.
Expected shorter duration high-yielding credit investment with the potential for high quarterly cash distributions: Relative to certain other high-yielding credit investments such as mezzanine or subordinated debt, CLO equity is expected to have a shorter payback period with higher front-end loaded quarterly cash flows (often in excess of 20% per annum of face value) during the early years of a CLO’s life.
Expected protection against rising interest rates:  Since a CLO’s asset portfolio is typically comprised principally of floating rate loans and the CLO’s liabilities are also generally floating rate instruments, we expect CLO equity to provide potential protection against rising interest rates when

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LIBOR is above the average LIBOR floor on a CLO’s assets. However, CLO equity is still subject to other forms of interest rate risk. For a discussion of the interest rate risks associated with CLO equity, see “Risk Factors — Risks Related to Our Investments — We and our investments are subject to interest rate risk” and “Business — CLO Overview” in the accompanying prospectus.
Expected low-to-moderate correlation with fixed income and equity markets:  Given that CLO assets and liabilities are primarily floating rate, we expect CLO equity investments to have a low-to-moderate correlation with U.S. fixed income securities over the long term. In addition, because CLOs generally allow for the reinvestment of principal during the reinvestment period regardless of the market price of the underlying collateral if the respective CLO remains in compliance with its covenants, we expect CLO equity investments to have a low-to-moderate correlation with the U.S. equity markets over the long term.

CLO securities are also subject to a number of risks as discussed in more detail in “Risk Factors” in this prospectus supplement and the accompanying prospectus. Among our primary targeted investments, the risks associated with CLO equity are generally greater than those associated with CLO debt.

Our Competitive Advantages

We believe that we are well positioned to take advantage of investment opportunities in CLO securities and related investments due to the following competitive advantages:

Specialist in CLO securities with a proven track record.  The Adviser focuses exclusively on CLO securities and related investments. Each member of the Senior Investment Team is a CLO specialist who has been involved with the CLO market for the majority of his career and brings a distinct and complementary skill set that the Adviser believes is necessary for our success. We believe that the combination of the Adviser’s broad and often longstanding relationships with CLO collateral managers and our relative scale in the CLO market will enable us to source and execute investments with attractive economics and terms relative to other CLO market opportunities.
Deep CLO structural experience and expertise.  Members of the Senior Investment Team have significant experience structuring, valuing and investing in CLOs throughout their careers. The Adviser believes that the initial structuring of a CLO is an important contributor to the ultimate risk-adjusted returns, and that experienced and knowledgeable investors can add meaningful value relative to other market participants by selecting those investments with the most advantageous structures.
Methodical and rigorous investment process.  The objective of the Adviser’s investment process is to source, evaluate and execute investments in CLO securities and related investments that the Adviser believes have the potential to outperform the CLO market generally. This process, augmented by the first-hand CLO industry experience of the Senior Investment Team, is designed to be repeatable and is focused on key areas for analysis that the Adviser believes are most relevant to potential future performance. The Adviser believes that its investment and security selection process, with its strong emphasis on assessing the skill of the CLO collateral manager and analyzing the structure of the CLO, differentiates its approach to investing in CLO securities. See “Business — Investment Process” in the accompanying prospectus.
Efficient vehicle for gaining exposure to CLO securities.  We believe that we are structured as an efficient vehicle for investors to gain exposure to CLO securities and related investments. Based on our long-term stable capital, the Adviser can focus principally on managing the portfolio and maximizing long-term risk-adjusted returns. We believe that our closed-end structure enables the Adviser to effectively implement our primarily long-term buy-and-hold investment philosophy.
Alignment of Interests.  As of March 31, 2018, the Trident V Funds, which are managed by Stone Point (an affiliate of the Adviser), held 34.41% of the outstanding shares of our voting securities, and the Adviser and the Senior Investment Team held an aggregate of 0.85% of the outstanding shares of our voting securities. See “Control Persons, Principal Stockholders and Selling Stockholders” in the accompanying prospectus. Their significant holdings in our common stock and our preferred stock align the interests of the Adviser and the Senior Investment Team with ours. In

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addition, our fee structure includes an incentive fee component whereby we pay the Adviser an incentive fee only if our net income exceeds a quarterly preferred return, or “hurdle rate.” See “The Adviser and the Administrator — Investment Advisory Agreement — Management Fee and Incentive Fee” in the accompanying prospectus.

Our Structure

We were organized as Eagle Point Credit Company LLC, a Delaware limited liability company, on March 24, 2014, converted to a Delaware corporation on October 6, 2014 and completed our initial public offering on October 7, 2014. We have three wholly-owned subsidiaries: (1) Eagle Point Credit Company Sub LLC, or the “Delaware Subsidiary,” (2) Eagle Point Credit Company Sub (Cayman) Ltd., or the “Cayman Subsidiary,” and (3) Eagle Point Credit Company Sub II (Cayman) Ltd., or the “Cayman II Subsidiary.” We generally gain access to certain newly issued Regulation S securities through the Cayman Subsidiary and to certain other investments through the Delaware Subsidiary and the Cayman II Subsidiary. Regulation S securities are securities of U.S. and non-U.S. issuers that are issued through offerings made pursuant to Regulation S under the Securities Act of 1933, as amended, or the “Securities Act.” Each of our subsidiaries is advised by the Adviser pursuant to the amended and restated investment advisory agreement, or the “Investment Advisory Agreement,” between us and the Adviser. The following chart reflects our organizational structure and our relationship with the Adviser and the Administrator as of the date of this prospectus supplement:

[GRAPHIC MISSING]

Financing and Hedging Strategy

Leverage by the Company.  We may use leverage as and to the extent permitted by the 1940 Act. We are permitted to obtain leverage using any form of financial leverage instruments, including funds borrowed from banks or other financial institutions, margin facilities, notes or preferred stock and leverage attributable to reverse repurchase agreements or similar transactions. Instruments that create leverage are generally considered to be senior securities under the 1940 Act. With respect to senior securities representing indebtedness (i.e., borrowing or deemed borrowing, including the 2028 Notes, our 6.75% notes due 2027, or the “2027 Notes,” and our 7.00% notes due 2020, or the “2020 Notes”), other than temporary borrowings as defined under the 1940 Act, we are required under current law to have an asset coverage of at least 300%, as measured at the time of borrowing and calculated as the ratio of our total assets (less all liabilities and indebtedness not represented by senior securities) over the aggregate amount of our outstanding senior securities representing indebtedness. With respect to senior securities that are stocks (i.e., shares of our preferred stock), we are required under current law to have an asset coverage of at least 200%, as measured at the time of the issuance of any such shares of preferred stock and calculated as the ratio of our total assets (less all liabilities and indebtedness not represented by senior securities) over the aggregate amount of our outstanding senior securities representing indebtedness plus the aggregate liquidation preference of any outstanding shares of preferred stock.

As of March 31, 2018, we had two series of preferred stock outstanding, which we refer to collectively as the “Preferred Stock”: the 7.75% Series A Term Preferred Stock due 2022, or the “Series A Term Preferred Stock,” and the 7.75% Series B Term Preferred Stock due 2026, or the “Series B Term Preferred Stock.” As of December 31, 2017, our leverage, including the outstanding 2027 Notes, the 2020 Notes and

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the Preferred Stock, represented approximately 37.3% of our total assets (less current liabilities). On a pro forma basis, after giving effect to (1) the issuance of the 2028 Notes in this offering, (2) the redemption of the total outstanding aggregate principal amount of the 2020 Notes, (3) the issuance of 2,242,500 shares of our common stock in January 2018, as described below under the heading “— Recent Developments,” and (4) the issuance and sale of 295,969 shares of our common stock pursuant to our “at-the-market” offering from January 1, 2018 through April 16, 2018, as described below under the heading “— Recent Developments,” our leverage, including the 2028 Notes, the outstanding 2027 Notes and the Preferred Stock, represented approximately 34.4% of our total assets (less current liabilities) as of December 31, 2017 (excluding any distributions paid after December 31, 2017) and approximately 34.9% of our total assets (less current liabilities) as of March 31, 2018 (based on the midpoint of management’s unaudited estimate of the range of our net asset value, or “NAV,” as of such date and after giving effect to the payment of the $0.20 per share distribution payable on April 30, 2018 to holders of record as of April 12, 2018). Over the long term, management expects us to operate under current market conditions generally with leverage within a range of 25% to 35% of total assets. We expect that we will, or that we may need to, raise additional capital in the future (including soon after this offering) to fund our continued growth, and we may do so by entering into a credit facility, issuing additional shares of preferred stock or debt securities or through other leveraging instruments.

Subject to the limitations under the 1940 Act, we may incur additional leverage opportunistically or not at all and may choose to increase or decrease our leverage. We may use different types or combinations of leveraging instruments at any time based on the Adviser’s assessment of market conditions and the investment environment. In addition, we may borrow for temporary or other purposes as permitted under the 1940 Act, which indebtedness would be in addition to the asset coverage requirements described above. By leveraging our investment portfolio, we may create an opportunity for increased net income and capital appreciation. However, the use of leverage also involves significant risks and expenses, and our leverage strategy may not be successful. Any event that adversely affects the value of an investment would be magnified to the extent leverage is utilized. Accordingly, the more leverage is employed, the more likely a substantial change will occur in our NAV per share of our common stock. See “Risk Factors — Risks Related to Our Investments — We may leverage our portfolio, which would magnify the potential for gain or loss on amounts invested and will increase the risk of investing in us” in the accompanying prospectus.

Derivative Transactions.  We may engage in “Derivative Transactions,” as described below, from time to time. To the extent we engage in Derivative Transactions, we expect to do so to hedge against interest rate, credit and/or other risks, or for other investment or risk management purposes. We may use Derivative Transactions for investment purposes to the extent consistent with our investment objectives if the Adviser deems it appropriate to do so. We may purchase and sell a variety of derivative instruments, including exchange-listed and over-the-counter options, futures, options on futures, swaps and similar instruments, various interest rate transactions, such as swaps, caps, floors or collars, and credit transactions and credit default swaps. We also may purchase and sell derivative instruments that combine features of these instruments. Collectively, we refer to these financial management techniques as “Derivative Transactions.” Our use of Derivative Transactions, if any, will generally be deemed to create leverage for us and involves significant risks. No assurance can be given that our strategy and use of derivatives will be successful, and our investment performance could diminish compared with what it would have been if Derivative Transactions were not used. See “Risk Factors — Risks Related to Our Investments — We are subject to risks associated with any hedging or Derivative Transactions in which we participate” in the accompanying prospectus.

Operating and Regulatory Structure

We are a non-diversified closed-end management investment company that has registered as an investment company under the 1940 Act. As a registered closed-end management investment company, we are required to meet certain regulatory tests. See “Regulation as a Closed-End Management Investment Company” in the accompanying prospectus. In addition, we have elected to be treated, and intend to qualify annually, as a RIC under Subchapter M of the Code, commencing with our tax year ended on November 30, 2014.

Our investment activities are managed by the Adviser and supervised by our board of directors. Under the Investment Advisory Agreement, we have agreed to pay the Adviser an annual base management fee based on our “Total Equity Base” as well as an incentive fee based on our “Pre-Incentive Fee Net Investment

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Income.” See “The Adviser and The Administrator — Investment Advisory Agreement — Management Fee and Incentive Fee” in the accompanying prospectus. We have also entered into an administration agreement, which we refer to as the “Administration Agreement,” under which we have agreed to reimburse the Administrator for our allocable portion of overhead and other expenses incurred by the Administrator in performing its obligations under the Administration Agreement. See “The Adviser and the Administrator — The Administrator and the Administration Agreement” in the accompanying prospectus.

Conflicts of Interest

The Adviser is affiliated with other entities engaged in the financial services business. In particular, the Adviser is affiliated with Stone Point, and certain members of the Adviser’s board of managers are principals of Stone Point. Pursuant to certain management agreements, Stone Point has received delegated authority to act as the investment manager of the Trident V Funds. As of March 31, 2018, the Trident V Funds held 34.41% of the outstanding shares of our voting securities. The Trident V Funds also hold a controlling interest in the Adviser. The Trident V Funds and other private equity funds managed by Stone Point invest in financial services companies. These relationships may cause the Adviser’s or certain of its affiliates’ interests to diverge from our interests. In addition, the Adviser currently holds a controlling interest in Marble Point Credit Management LLC, which is a CLO collateral manager and manager of other investment vehicles that invest in senior secured loans, CLO securities and other related investments. Our executive officers and directors, as well as the current and future members of the Adviser, may serve as officers, directors or principals of other entities that operate in the same or a related line of business as we do. Accordingly, they may have obligations to investors in those entities, the fulfillment of which obligations may not be in the best interests of us or our stockholders. See “Conflicts of Interest” in the accompanying prospectus.

In order to address such conflicts of interest, we have adopted a code of ethics. Similarly, the Adviser has separately adopted a code of ethics and certain compliance policies and procedures, including investment allocation policies and procedures. The Adviser’s code of ethics requires the officers and employees of the Adviser to act in the best interests of the Adviser and its client accounts (including us), act in good faith and in an ethical manner, avoid conflicts of interests with the client accounts to the extent reasonably possible and identify and manage conflicts of interest to the extent that they arise. Pursuant to its investment allocation policies and procedures, the Adviser seeks to allocate investment opportunities among the accounts it manages in a manner that is fair and equitable over time. However, there is no assurance that such opportunities will be allocated to any particular account equitably in the short-term or that any such account will be able to participate in all investment opportunities that are suitable for it. Our directors and officers, and the officers and employees of the Adviser, are also required to comply with applicable provisions of the U.S. federal securities laws and make prompt reports to supervisory personnel of any actual or suspected violations of law. See “Conflicts of Interest — Code of Ethics and Compliance Procedures” in the accompanying prospectus.

Co-Investment with Affiliates.  In certain instances, we may co-invest on a concurrent basis with other accounts managed by the Adviser or certain of its affiliates, subject to compliance with applicable regulations and regulatory guidance and our written allocation procedures. We have been granted exemptive relief by the SEC that permits us to participate in certain negotiated co-investments alongside other accounts managed by the Adviser or certain of its affiliates, subject to certain conditions including (i) that a majority of our directors who have no financial interest in the transaction and a majority of our directors who are not interested persons, as defined in the 1940 Act, approve the co-investment and (ii) the price, terms and conditions of the co-investment are the same for each participant. A copy of our application for exemptive relief, including all of the conditions, and the related order are available on the SEC’s website at www.sec.gov.

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Recent Developments

Net Asset Value and Net Investment Income

The NAV per share of our common stock as of December 31, 2017 (the last date prior to the date of this prospectus supplement as of which we determined our NAV) was $16.77. Management’s unaudited estimate of our NAV per share of our common stock as of February 28, 2018 was $17.03. Management’s unaudited estimate of the range of our NAV per share of our common stock as of March 31, 2018 was between $16.60 and $16.70.

In addition, management’s unaudited estimate of the range of our net investment income and realized gain/loss per share of our common stock for the quarter ended March 31, 2018 was between $0.48 and $0.52.

Distributions

On January 2, 2018, we declared three monthly distributions of $0.20 per share on shares of our common stock. Such monthly distributions were paid on January 31, 2018, February 28, 2018 and March 29, 2018 to holders of record as of January 12, 2018, February 12, 2018 and March 12, 2018, respectively.

On January 2, 2018, we declared three monthly distributions of $0.161459 per share on shares of each of the Series A Term Preferred Stock and the Series B Term Preferred Stock. Such monthly distributions were paid on January 31, 2018, February 28, 2018 and March 29, 2018 to holders of record as of January 12, 2018, February 12, 2018 and March 12, 2018, respectively.

On April 2, 2018, we declared three monthly distributions of $0.20 per share on shares of our common stock. Such monthly distributions are payable on April 30, 2018, May 31, 2018 and June 29, 2018 to holders of record as of April 12, 2018, May 11, 2018 and June 12, 2018, respectively.

On April 2, 2018, we declared three monthly distributions of $0.161459 per share on shares of each of the Series A Term Preferred Stock and the Series B Term Preferred Stock. Such monthly distributions are payable on April 30, 2018, May 31, 2018 and June 29, 2018 to holders of record as of April 12, 2018, May 11, 2018 and June 12, 2018, respectively.

Offerings

In January 2018, we completed an offering of 2,242,500 shares of our common stock (including the exercise in full of the overallotment option granted to the underwriters) at a public offering price of $18.25 per share, which resulted in net proceeds to us of approximately $38.8 million after payment of underwriting discounts and commissions and offering expenses payable by us.

From January 1, 2018 through April 16, 2018, we sold 295,969 shares of our common stock pursuant to our “at-the-market” offering, yielding net proceeds to us of approximately $5.2 million.

Our Corporate Information

Our offices are located at 20 Horseneck Lane, Greenwich, CT 06830, and our telephone number is (203) 340-8500.

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THE OFFERING

Issuer    
    Eagle Point Credit Company Inc.
Title of the securities    
    6.6875% Notes due 2028
Aggregate principal amount offered    
    $60,000,000
Overallotment Option    
    The underwriters may also purchase up to an additional $9,000,000 aggregate principal amount of the 2028 Notes to cover overallotments, if any, within 30 days from the date of this prospectus supplement.
Public offering price    
    100% of the aggregate principal amount ($25 per 2028 Note).
Denominations    
    We will issue these 2028 Notes in denominations of $25 and integral multiples of $25 in excess thereof.
Principal payable at maturity    
    100% of the aggregate principal amount; the principal amount of each 2028 Note is payable on its stated maturity date (or, if such date is not a business day, the immediately succeeding business day) at the office of the trustee for the 2028 Notes or at such other office in New York City as we may designate.
Interest    
    6.6875% per year, payable every March 31, June 30, September 30 and December 31. If an interest payment date is 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. Interest payments on the 2028 Notes offered by this prospectus supplement will commence on July 2, 2018 (the first business day following June 30, 2018).
Regular record dates for interest    
    Every March 15, June 15, September 15 and December 15. The first record date for the 2028 Notes offered by this prospectus supplement will be June 15, 2018. If the record date for an interest payment is a non-business day, the record date will be the next business day.
Day count basis    
    360-day year of twelve 30-day months
Original issue date    
    April 24, 2018
Stated maturity date    
    April 30, 2028
Specified currency    
    U.S. Dollars
Interest periods    
    The initial interest period for the 2028 Notes offered by this prospectus supplement will be the period from and including April 24, 2018, to, but excluding, June 30, 2018. 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.
Ranking of notes    
    The 2028 Notes are our direct unsecured obligations and rank:
   
   

  •

senior to the outstanding shares of our common stock and our preferred stock

   
   

  •

pari passu with existing and future unsecured indebtedness, including the 2027 Notes and the 2020 Notes;

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  •

effectively subordinated to all of our existing and future secured indebtedness (including indebtedness that is initially unsecured, but to which we subsequently grant security), to the extent of the value of the assets securing such indebtedness; and

   
   

  •

structurally subordinated to all existing and future indebtedness and other obligations of any of our subsidiaries, financing vehicles or similar facilities.

Business days    
    Each Monday, Tuesday, Wednesday, Thursday and Friday that is not a day on which banking institutions in New York City are authorized or required by law or executive order to close.
Optional redemption    
    The 2028 Notes may be redeemed in whole or in part at any time or from time to time at our option on or after April 30, 2021 upon not less than 30-days’ nor more than 60-days’ written notice by mail prior to the date fixed for redemption thereof, at the redemption price set forth under the caption “Description of the Notes — Optional Redemption” in this prospectus supplement.
Redemption for asset coverage    
    If we fail to maintain asset coverage (as defined in Section 18(h) of the 1940 Act) with respect to securities issued under the indenture which governs the 2028 Notes of at least the percentage required under Section 18(a)(1)(A) of the 1940 Act or any successor provisions (currently, 300%) as of the last business day of any calendar quarter and such failure is not cured by the close of business on the date that is 30 calendar days following the filing date of our Annual Report on Form N-CSR, Semiannual Report on Form N-CSRS or Quarterly Report on Form N-Q, as applicable, for that quarter, or the “Asset Coverage Cure Date,” then we will be required to redeem, within 90 calendar days of the Asset Coverage Cure Date, an aggregate principal amount of securities issued under the indenture (which in our discretion may include any number or portion of the 2028 Notes, the 2027 Notes or the 2020 Notes, if any) that, when combined with any preferred stock redeemed for failure to maintain the asset coverage required for preferred stock, (1) results in us having asset coverage of at least the percentage required under Section 18(a)(1)(A) of the 1940 Act or any successor provisions or (2) if smaller, the maximum aggregate principal amount of such securities that can be redeemed out of funds legally available for such redemption. In connection with any redemption for failure to maintain such asset coverage, we may, in our sole option, redeem such additional securities, including the 2028 Notes, that will result in asset coverage up to and including 385%. See “Description of the Notes — Redemption for Asset Coverage” in this prospectus supplement.

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Sinking fund    
    The 2028 Notes are not subject to any sinking fund (i.e., no amounts will be set aside by us to ensure repayment of the 2028 Notes at maturity).
Repurchase at the option of the holder    
    Holders of the 2028 Notes do not have the option to have the 2028 Notes repaid prior to April 30, 2028.
Defeasance    
    The 2028 Notes are subject to legal and covenant defeasance by us. See “Description of the Notes — Defeasance” in this prospectus supplement.
Form of 2028 Notes    
    The 2028 Notes are represented by global securities that will be deposited and registered in the name of The Depository Trust Company, or “DTC,” or its nominee. This means that, except in limited circumstances, you will not receive certificates for the 2028 Notes. Beneficial interests in the 2028 Notes are represented through book-entry accounts of financial institutions acting on behalf of beneficial owners as direct and indirect participants in DTC. Investors may elect to hold interests in the 2028 Notes through either DTC, if they are a participant, or indirectly through organizations that are participants in DTC. See “Book-Entry Issuance” in the accompanying prospectus.
Trustee, Paying Agent, Registrar and Transfer Agent    
    American Stock Transfer & Trust Company, LLC
Events of default    
    If an event of default on the 2028 Notes occurs, the principal amount of the 2028 Notes, plus accrued and unpaid interest, may be declared immediately due and payable, subject to the conditions set forth in the indenture. See “Description of the Notes — Events of Default” in this prospectus supplement.
Other covenants    
    The covenants described under “Description of the Notes — Covenants,” including the following, will apply to the 2028 Notes:
   
   

  •

We agree that, for the period of time during which the 2028 Notes are outstanding, we will not violate Section 18(a)(1)(A) of the 1940 Act, as modified by the other provisions of Section 18, or any successor provisions, whether or not we continue to be subject to such provisions of the 1940 Act, but giving effect, in either case, to any exemptive relief granted to us by the SEC, if any. Currently, these provisions generally prohibit us from making additional borrowings, including through the issuance of additional debt securities, unless our asset coverage, as defined in the 1940 Act, with respect to such borrowings equals at least 300% after such borrowings.

   
   

  •

We agree that, for the period of time during which the 2028 Notes are outstanding, we will not violate Section 18(a)(1)(B) of the 1940 Act, as modified by the other provisions of Section 18, or any successor provisions, whether or not we continue to be subject to such provisions of the 1940 Act, giving effect to (i) any exemptive relief granted to us by the SEC, if any, and (ii) no-action relief granted by the SEC to another

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    closed-end investment company (or to us if we determine to seek such similar no-action or other relief) permitting the closed-end investment company to declare any cash dividend or distribution notwithstanding the prohibition contained in Section 18(a)(1)(B) of the 1940 Act in order to maintain the closed-end investment company’s status as a RIC under Subchapter M of the Code. These provisions generally prohibit us from declaring any cash dividend or distribution upon any class of our capital stock, or purchasing any such capital stock if our asset coverage, as defined in the 1940 Act, with respect to our borrowings or other indebtedness is below 300% at the time of the declaration of the dividend or distribution or the purchase and after deducting the amount of such dividend, distribution or purchase (provided that we may declare dividends on our preferred stock as long as such asset coverage with respect to our borrowings or other indebtedness is not below 200%).
   
   

  •

If, at any time, we are not subject to the requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934, as amended, or the “Exchange Act,” to file any periodic reports with the SEC, we agree to furnish to holders of the 2028 Notes and the trustee, for the period of time during which the 2028 Notes are outstanding, our audited annual consolidated financial statements, within 60 days of our fiscal year end, and unaudited interim consolidated financial statements, within 60 days of our second fiscal quarter end. All such financial statements will be prepared, in all material respects, in accordance with applicable United States generally accepted accounting principles, or “GAAP.”

Listing    
    We intend to list the 2028 Notes on the NYSE under the symbol “ECCX.” We expect trading in the 2028 Notes on the NYSE to begin within 30 days of the original issue date.
Use of Proceeds    
    We intend to use the net proceeds from the sale of the 2028 Notes, along with other assets including available cash, to redeem the outstanding aggregate principal amount of the 2020 Notes, which are redeemable upon 30 days’ notice. As of April 16, 2018, we had $59,998,750 aggregate principal amount outstanding, plus accrued interest, of the 2020 Notes, which otherwise mature on December 31, 2020 and bear interest at a rate of 7.00%. To the extent that any net proceeds from the sale of the 2028 Notes remain after we redeem the 2020 Notes, we intend to acquire investments in accordance with our investment objectives and strategies described in this prospectus supplement and in the accompanying prospectus, to make distributions to our stockholders and for general working capital purposes. See “Use of Proceeds” in this prospectus supplement.

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Additional Information    
    We have filed with the SEC a registration statement on Form N-2 under the Securities Act, which contains additional information about us and the 2028 Notes being offered by this prospectus supplement and the accompanying prospectus. We file annual and semi-annual reports, proxy statements and other information with the SEC. This information is available at the SEC’s public reference room at 100 F Street, NE, Washington, DC 20549 and on the SEC’s website at http://www.sec.gov. The public may obtain information on the operation of the SEC’s public reference room by calling the SEC at (202) 551-8090. This information is also available free of charge by contacting us at Eagle Point Credit Company Inc., Attention: Investor Relations, by telephone at (844) 810-6501, or via email at ir@eaglepointcredit.com.

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RISK FACTORS

Investing in the 2028 Notes involves a number of significant risks, including those described below. In addition to the other information contained in this prospectus supplement, you should consider carefully these risk factors and the risks described under “Risk Factors” in the accompanying prospectus before making an investment in the 2028 Notes. The risks set out below and in the accompanying prospectus are not the only risks we face. Additional risks and uncertainties not presently known to us or not presently deemed material by us might also impair our operations and performance. If any of the following events occur, our business, financial condition and results of operations could be materially adversely affected. In such case, the price of the 2028 Notes could decline, and you may lose all or part of your investment.

Risks Relating to an Investment in the 2028 Notes

The 2028 Notes will be unsecured and therefore will be effectively subordinated to any secured indebtedness we may incur in the future.

The 2028 Notes will not be secured by any of our assets or any of the assets of our subsidiaries. As a result, the 2028 Notes will be effectively subordinated to any secured indebtedness we or our subsidiaries may incur in the future (or any indebtedness that is initially unsecured to which we subsequently grant security) to the extent of the value of the assets securing such indebtedness. In any liquidation, dissolution, bankruptcy or other similar proceeding, the holders of any of our future secured indebtedness and the secured indebtedness of our subsidiaries may assert rights against the assets pledged to secure that indebtedness in order to receive full payment of their indebtedness before the assets may be used to pay other creditors, including the holders of the 2028 Notes.

The 2028 Notes will be structurally subordinated to the indebtedness and other liabilities of our subsidiaries.

The 2028 Notes will be obligations exclusively of Eagle Point Credit Company Inc. and not of any of our subsidiaries. None of our subsidiaries will be or will act as a guarantor of the 2028 Notes and the 2028 Notes will not be required to be guaranteed by any subsidiaries we may acquire or create in the future. The assets of any such subsidiary are not directly available to satisfy the claims of our creditors, including holders of the 2028 Notes.

Except to the extent we are a creditor with recognized claims against our subsidiaries, all claims of creditors (including holders of preferred stock or debt, if any) of our subsidiaries will have priority over our equity interests in such subsidiaries (and therefore the claims of our creditors, including holders of the 2028 Notes) with respect to the assets of such subsidiaries. Even if we were recognized as a creditor of one or more of our subsidiaries, our claims would still be effectively subordinated to any security interests in the assets of any such subsidiary and to any indebtedness or other liabilities of any such subsidiary senior to our claims. Consequently, the 2028 Notes are structurally subordinated to all indebtedness and other liabilities (including trade payables) of our subsidiaries and any subsidiaries that we may in the future acquire or establish as financing vehicles or otherwise.

An active trading market for the 2028 Notes may not exist, which could adversely affect the market price of the 2028 Notes or your ability to sell them.

The 2028 Notes are a new issue of debt securities for which currently there is no trading market. We intend to list the 2028 Notes on the NYSE under the symbol “ECCX,” and we expect trading in the 2028 Notes on the NYSE to begin within 30 days of the original issue date. However, we cannot provide any assurances that the 2028 Notes will be listed, that an active trading market for the 2028 Notes will exist in the future or that you will be able to sell your 2028 Notes. Even if an active trading market does exist, the 2028 Notes may trade at a discount from their initial offering price depending on prevailing interest rates, the market for similar securities, our credit ratings, if any, general economic conditions, our financial condition, performance and prospects and other factors. To the extent an active trading market does not exist, the liquidity and trading price for the 2028 Notes may be harmed. Accordingly, you may be required to bear the financial risk of an investment in the 2028 Notes for an indefinite period of time.

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A downgrade, suspension or withdrawal of the credit rating assigned by a rating agency to us or the 2028 Notes, if any, or change in the debt markets could cause the liquidity or market value of the 2028 Notes to decline significantly.

Our credit ratings are an assessment by rating agencies of our ability to pay our debts when due. Consequently, real or anticipated changes in our credit ratings will generally affect the market value of the 2028 Notes. These credit ratings may not reflect the potential impact of risks relating to the structure or marketing of the 2028 Notes. Credit ratings are not a recommendation to buy, sell or hold any security, and may be revised or withdrawn at any time by the issuing organization in its sole discretion. Neither we nor the underwriters undertake any obligation to maintain our credit ratings or to advise holders of 2028 Notes of any changes in our credit ratings. There can be no assurance that any initial or subsequent credit rating will remain for any given period of time or that such credit rating will not be lowered or withdrawn entirely by a rating agency if, in its judgment, future circumstances relating to the basis of the credit rating, such as adverse changes in our company, so warrant.

The indenture under which the 2028 Notes will be issued contains limited protection for holders of the 2028 Notes.

The indenture under which the 2028 Notes will be issued offers limited protection to holders of the 2028 Notes. The terms of the indenture and the 2028 Notes do not restrict our or any of our subsidiaries’ ability to engage in, or otherwise be a party to, a variety of corporate transactions, circumstances or events that could have an adverse impact on your investment in the 2028 Notes. In particular, the terms of the indenture and the 2028 Notes do not place any restrictions on our or our subsidiaries’ ability to:

issue securities or otherwise incur additional indebtedness or other obligations, including (1) any indebtedness or other obligations that would be equal in right of payment to the 2028 Notes, (2) any indebtedness or other obligations that would be secured and therefore rank effectively senior in right of payment to the 2028 Notes to the extent of the values of the assets securing such debt, (3) indebtedness of ours that is guaranteed by one or more of our subsidiaries and which therefore would rank structurally senior to the 2028 Notes and (4) securities, indebtedness or obligations issued or incurred by our subsidiaries that would be senior to our equity interests in our subsidiaries and therefore rank structurally senior to the 2028 Notes with respect to the assets of our subsidiaries, in each case other than an incurrence of indebtedness or other obligation that would cause a violation of Section 18(a)(1)(A) of the 1940 Act or any successor provisions;
pay distributions or dividends on, or purchase or redeem or make any payments in respect of, capital stock or other securities ranking junior in right of payment to the 2028 Notes, other than a distribution, dividend or purchase that would cause a violation of Section 18(a)(1)(B) of the 1940 Act or any successor provisions;
sell assets (other than certain limited restrictions on our ability to consolidate, merge or sell all or substantially all of our assets);
enter into transactions with affiliates;
create liens (including liens on the shares of our subsidiaries) or enter into sale and leaseback transactions;
make investments; or
create restrictions on the payment of dividends or other amounts to us from our subsidiaries.

Furthermore, the terms of the indenture and the 2028 Notes do not protect holders of the 2028 Notes in the event that we experience changes (including significant adverse changes) in our financial condition, results of operations or credit ratings, as they do not require that we or our subsidiaries adhere to any financial tests or ratios or specified levels of net worth, revenues, income, cash flow or liquidity, except as required under the 1940 Act.

Our ability to recapitalize, incur additional debt and take a number of other actions that are not limited by the terms of the 2028 Notes may have important consequences for you as a holder of the 2028 Notes,

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including making it more difficult for us to satisfy our obligations with respect to the 2028 Notes or negatively affecting the trading value of the 2028 Notes.

Other debt we issue or incur in the future could contain more protections for its holders than the indenture and the 2028 Notes, including additional covenants and events of default. The issuance or incurrence of any such debt with incremental protections could affect the market for and trading levels and prices of the 2028 Notes.

The optional redemption provision may materially adversely affect your return on the 2028 Notes.

The 2028 Notes are redeemable in whole or in part at any time or from time to time on or after April 30, 2021 at our sole option at the redemption price set forth under the caption “Description of the Notes — Optional Redemption” in this prospectus supplement. We may choose to redeem the 2028 Notes at times when prevailing interest rates are lower than the interest rate paid on the 2028 Notes. In this circumstance, you may not be able to reinvest the redemption proceeds in a comparable security at an effective interest rate as high as the 2028 Notes being redeemed.

If we default on our obligations to pay our other indebtedness, we may not be able to make payments on the 2028 Notes.

Any default under any agreements governing our future indebtedness or under other indebtedness to which we may be a party that is not waived by the required lenders or holders, and the remedies sought by the holders of such indebtedness could make us unable to pay principal, premium, if any, and interest on the 2028 Notes and substantially decrease the market value of the 2028 Notes. If we are unable to generate sufficient cash flow and are otherwise unable to obtain funds necessary to meet required payments of principal, premium, if any, and interest on our indebtedness, or if we otherwise fail to comply with the various covenants, including financial and operating covenants, in the instruments governing any future indebtedness, we could be in default under the terms of the agreements governing such indebtedness. In the event of such default, the holders of such indebtedness could elect to declare all the funds borrowed thereunder to be due and payable, together with accrued and unpaid interest, the lenders of the debt we may incur in the future could elect to terminate their commitments, cease making further loans and institute foreclosure proceedings against our assets, and we could be forced into bankruptcy or liquidation. If our operating performance declines, we may in the future need to seek to obtain waivers from the required lenders or holders of any debt that we may incur in the future to avoid being in default. If we breach our covenants under our debt and seek a waiver, we may not be able to obtain a waiver from the required lenders or holders of the debt. If this occurs, we would be in default and our lenders or debt holders could exercise their rights as described above, and we could be forced into bankruptcy or liquidation. If we are unable to repay debt, lenders having secured obligations could proceed against the collateral securing the debt. Because any future debt will likely have customary cross-default provisions, if the indebtedness thereunder or under any future credit facility is accelerated, we may be unable to repay or finance the amounts due.

FATCA withholding may apply to payments to certain foreign entities.

Payments made under the 2028 Notes to a foreign financial institution, or “FFI,” or non-financial foreign entity, or “NFFE” (including such an institution or entity acting as an intermediary), may be subject to a U.S. withholding tax of 30% under U.S. Foreign Account Tax Compliance Act provisions of the Code (commonly referred to as “FATCA”). This withholding tax may apply to certain payments of interest on the 2028 Notes as well as, after December 31, 2018, to payments made upon maturity, redemption, or sale of the 2028 Notes, unless the FFI or NFFE complies with certain information reporting, withholding, identification, certification and related requirements imposed by FATCA. Depending upon the status of a holder and the status of an intermediary through which any 2028 Notes are held, the holder could be subject to this 30% withholding tax in respect of any interest paid on the 2028 Notes as well as any proceeds from the sale or other disposition of the 2028 Notes. You should consult your own tax advisors regarding FATCA and how it may affect your investment in the 2028 Notes. See “U.S. Federal Income Tax Matters — Taxation of Note Holders — FATCA Withholding on Payments to Certain Foreign Entities” in this prospectus supplement for more information.

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The impact of recently enacted federal tax legislation on us, our stockholders and our investments is uncertain.

Changes in tax laws, regulations or administrative interpretations or any amendments thereto could adversely affect us, the entities in which we invest, or our noteholders. In particular, on December 22, 2017, the Tax Cuts and Jobs Act was signed into law. This tax legislation lowers the general federal corporate income tax rate from 35 percent to 21 percent, makes changes regarding the use of net operating losses, repeals the corporate alternative minimum tax and makes significant changes with respect to the U.S. international tax rules. In addition, the legislation generally requires a taxpayer that uses the accrual method of accounting for U.S. tax purposes to include certain amounts in income no later than the time such amounts are reflected on certain financial statements, which therefore if applicable could require us or a holder to accrue income earlier than under prior law, although the precise application of this rule is unclear at this time. The legislation also limits the amount or value of interest deductions of borrowers and in that way may potentially affect the loan market. For individual taxpayers, the legislation temporarily reduces the maximum individual income tax rate for taxable years 2018 through 2025. The impact of this new legislation on us, the entities in which we invest and our noteholders is uncertain. You are urged to consult with your tax advisor with respect to the impact of this legislation and the status of any other regulatory or administrative developments and proposals and their potential effect on your investment in the 2028 Notes.

Risks Relating to our Business and Structure

We may experience fluctuations in our NAV and quarterly operating results.

We could experience fluctuations in our NAV from month to month and in our quarterly operating results due to a number of factors, including the timing of distributions to our stockholders, fluctuations in the value of the CLO securities that we hold, our ability or inability to make investments that meet our investment criteria, the interest and other income earned on our investments, the level of our expenses (including the interest or dividend rate payable on the debt securities or preferred stock we issue), variations in and the timing of the recognition of realized and unrealized gains or losses, the degree to which we encounter competition in our markets and general economic conditions. As a result of these factors, our NAV and results for any period should not be relied upon as being indicative of our NAV and results in future periods.

Our management’s estimates of certain metrics relating to our financial performance may not be representative of our actual results.

Our management makes and publishes unaudited estimates of certain metrics indicative of our financial performance, including the NAV per share of our common stock and the range of NAV per share of our common stock on a monthly basis, and the range of the net investment income and realized gain/loss per share of our common stock on a quarterly basis. Such estimates are included in this prospectus supplement and the accompanying prospectus. While any such estimate will be made in good faith based on our most recently available records as of the date of the estimate, such estimates are subject to financial closing procedures, our board of directors’ final determination of our NAV as of the end of the applicable quarter and other developments arising between the time such estimate is made and the time that we finalize our quarterly financial results and may differ materially from the results reported in the audited financial statements included in our Annual Reports on Form N-CSR and/or the unaudited financial statements included in our Semiannual Reports on Form N-CSRS, our Quarterly Reports on Form N-Q and other filings we make with the SEC. As a result, investors are cautioned not to place undue reliance on any management estimates presented in this prospectus supplement or the accompanying prospectus and should view such information in the context of our full quarterly or annual results when such results are available.

We are subject to the risk of legislative and regulatory changes with respect to loan securitizations, impacting our business or the markets in which we invest.

Section 619 of the Dodd-Frank Wall Street Reform and Consumer Protection Act, or the “Dodd-Frank Act,” commonly referred to as the “Volcker Rule,” generally prohibits, subject to certain exemptions, covered banking entities from engaging in proprietary trading or sponsoring, or acquiring or retaining an ownership interest in, a hedge fund or private equity fund (“covered funds”) (which have been broadly defined in a way

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which could include many CLOs). Given the limitations on banking entities investing in CLOs that are covered funds, the Volcker Rule may adversely affect the market value or liquidity of any or all of the investments held by us. Although the Volcker Rule and the implementing rules exempt “loan securitizations” from the definition of covered fund, not all CLOs will qualify for this exemption. For example, CLOs that invest in bonds as well as loans will be treated as covered funds. Accordingly, in an effort to qualify for the “loan securitization” exemption, many current CLOs have amended their transaction documents to restrict the ability of the issuer to acquire bonds and certain other securities, which may reduce the return available to holders of CLO equity securities. Furthermore, the costs associated with such amendments are typically paid out of the cash flow of the CLO, which adversely impacts the return on our investment in any CLO equity. In addition, in order to avoid covered fund status under the Volcker Rule, it is likely that many future CLOs will contain similar restrictions on the acquisition of bonds and certain other securities, which may result in lower returns on CLO equity securities than currently anticipated.

Also, in October 2014, six federal agencies (the Federal Deposit Insurance Corporation, or the “FDIC,” the Comptroller of the Currency, the Federal Reserve Board, the SEC, the Department of Housing and Urban Development and the Federal Housing Finance Agency) adopted joint final rules implementing certain credit risk retention requirements contemplated in Section 941 of the Dodd-Frank Act, or the “Final U.S. Risk Retention Rules.” These rules were published in the Federal Register on December 24, 2014. With respect to the regulation of CLOs, the Final U.S. Risk Retention Rules require that the “sponsor” (which, in many cases will likely also be the manager of a CLO) or a “majority owned affiliate” thereof (in each case as defined in the rules), will retain an “eligible vertical interest” or an “eligible horizontal interest”(in each case as defined therein) or any combination thereof in the CLO in the manner required by the Final U.S. Risk Retention Rules.

The Final U.S. Risk Retention Rules became fully effective on December 24, 2016 (such date, the “Final U.S. Risk Retention Effective Date”) and to the extent applicable to CLOs, the Final U.S. Risk Retention Rules contain provisions that may adversely affect the return of our investments. There are a number of uncertainties surrounding the Final U.S. Risk Retention Rules, including: (i) the ultimate result of litigation currently in process brought by the Loan Syndications and Trading Association, or the “LSTA,” a major industry trade association, challenging, among other things, the regulators’ application of Final U.S. Risk Retention Rules to collateral managers of typical so-called open market CLOs, (ii) proposed legislation designed to exclude from Final U.S. Risk Retention Rules collateral managers of certain defined “QCLOs” (qualified CLOs), (iii) the October 2017 report to the President to the United States from the United States Department of the Treasury entitled “A Financial System That Creates Economic Opportunities — Capital Markets,” which recommends that “creating a set of loan-specific requirements under which CLO managers would receive relief from being required to retain risk” and (iv) future directives and interpretations by governmental authorities with respect to the Final U.S. Risk Retention Rules. In relation to the LTSA litigation described above, on February 9, 2018, a three judge panel of the United States Court of Appeals for the District of Columbia Circuit, or the “DC Circuit Court,” rendered a decision in The Loan Syndications and Trading Association v. Securities and Exchange Commission and Board of Governors of the Federal Reserve System, No. 1:16-cv-0065, in which the DC Circuit Court held that open market CLO managers are not “securitizers” subject to the requirements of the Final U.S. Risk Retention Rules, or the “DC Circuit Ruling.” As of the date of hereof: (a) the time period for the federal agencies responsible for the Final U.S. Risk Retention Rules, or the “Applicable Agencies,” to petition for en banc review of the DC Circuit Ruling has expired, (b) the DC Circuit Court has issued a mandate to the lower court requiring the lower court to implement the DC Circuit Ruling, (c) in accordance with the DC Circuit Court mandate, on April 5, 2018, the U.S. District Court for the District of Columbia, or the “DC District Court,” issued a court order that the Final U.S. Risk Retention Rules are vacated insofar as they apply to collateral managers of open-market collateralized loan obligations and (d) the Applicable Agencies have not filed a petition for certiorari requesting the case to be heard by the United States Supreme Court. Since the Applicable Agencies have not successfully challenged the DC Circuit Ruling and the DC District Court has issued the above described order implementing the DC Circuit Ruling, collateral managers of open market CLOs are no longer required to comply with the Final U.S. Risk Retention Rules at this time. As such, it is possible that some collateral managers of open market CLOs will decide to dispose of the notes constituting the “eligible vertical interest”

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or “eligible horizontal interest” they were previously required to retain, or decide take other action with respect to such notes that is not otherwise permitted by the Final U.S. Risk Retention Rules.

There can be no assurance or representation that any of the transactions, structures or arrangements currently under consideration by or currently used by CLO market participants will comply with the Final U.S. Risk Retention Rules to the extent such rules are reinstated or otherwise become applicable to open market CLOs. The ultimate impact of the Final U.S. Risk Retention Rules on the loan securitization market and the leveraged loan market generally remains uncertain, and any negative impact on secondary market liquidity for securities comprising a CLO may be experienced due to the effects of the Final U.S. Risk Retention Rules on market expectations or uncertainty, the relative appeal of other investments not impacted by the Final U.S. Risk Retention Rules and other factors.

In the European Union, there has also been an increase in political and regulatory scrutiny of the securitization industry. This has resulted in a number of measures for increased regulation which are currently at various stages of implementation. In particular, investors who are credit institutions or investment firms regulated in a Member State of the European Economic Area, or the “EEA,” or consolidated affiliates thereof should be aware of Part Five (Articles 404-410) of the European Union Capital Requirements Regulation, or the “CRR,” as supplemented by Commission Delegated Regulation (EU) No 625/2014 of March 13, 2014 and Commission Implementing Regulation (EU) No 602/2014 of June 4, 2014, or collectively, the “CRR Requirements.” Article 405 of the CRR restricts such credit institutions and investment firms, together with consolidated group affiliates thereof, each a “CRR Investor,” from investing in securitizations unless the originator, sponsor or original lender in respect of the relevant securitization has explicitly disclosed to the CRR Investor that it will retain, on an ongoing basis, a net economic interest of not less than 5% in respect of certain specified credit risk tranches or asset exposures as contemplated by Article 405 of the CRR. Article 406 of the CRR requires a CRR Investor to be able to demonstrate that it has undertaken certain due diligence in respect of, amongst other things, its investment in the securitization and the exposures underlying the securitization, and that procedures are established for monitoring the performance of the underlying exposures on an on-going basis. Failure by a CRR Investor to comply with one or more of the requirements set out in the CRR may result in the imposition of a penal capital charge on such CRR Investor’s investment.

Investors who are EEA-regulated managers of alternative investment funds should be aware of Article 17 of the European Union Alternative Investment Fund Managers Directive, or the “AIFMD,” as implemented by Section 5 of Chapter III of Commission Delegated Regulation (EU) No 231/2013, or the “AIFMR,” and together with Article 17 of the AIFMD, the “AIFM Requirements.” The provisions of Section 5 of Chapter III of the AIFMR provide for risk retention and due diligence requirements in respect of EEA-regulated alternative investment fund managers which assume exposure to the credit risk of a securitization on behalf of one or more alternative investment funds that they manage. While such requirements are similar to those which apply under Part Five of the CRR, they are not identical and, in particular, additional due diligence obligations apply to the relevant alternative investment fund managers. Risk retention and due diligence requirements similar to those in AIFMR apply to investments in securitizations by EEA insurance and reinsurance undertakings under Article 135(2) of EU Directive 2009/138/EC on the taking-up and pursuit of the business of insurance and reinsurance (Solvency II), as supplemented by Articles 254-257 of Commission Delegated Regulation (EU) No 2015/35, or the “Solvency II Regulation,” or collectively, the “Solvency II Requirements.” Similar requirements are scheduled to apply in the future to investments in securitizations by the same types and additional types of EEA institutional investors pursuant to the Securitisation Regulation referred to below. The CRR Requirements, the AIFM Requirements and the Solvency II Requirements are referred to as the “EU Securitization Retention Requirements.”

The existing EU Securitization Retention Requirements will be replaced by new requirements to apply to securitizations in respect of which the relevant securities are issued on or after January 1, 2019. The principal EU regulation to implement the new EU securitization retention requirements and establish a general framework for securitization (the “Securitization Regulation”) was adopted by the European Parliament and the Council of the European Union as Regulation (EU) 2017/2402 of December 12, 2017. On and after January 1, 2019, the EU securitization retention requirements in the Securitization Regulation will apply to the types of regulated investors covered by the existing EU Securitization Retention Requirements and also to (a) certain investment companies authorised in accordance with Directive 2009/65/EC, and managing

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companies as defined in that Directive, and (b) institutions for occupational retirement provision falling within the scope of Directive (EU) 2016/2341 (subject to certain exceptions), and certain investment managers and authorised entities appointed by such institutions. There will be material differences between those new EU securitization retention requirements and those in effect on the date of this prospectus, and certain aspects of the new EU securitization retention requirements are to be specified in new regulatory technical standards which have not yet been adopted or published in final form. With regard to securitizations of which the securities are issued before January 1, 2019, investors that are subject to the existing EU Securitization Retention Requirements will continue to be subject to those existing EU Securitization Retention Requirements (as in effect on December 31, 2018).

All CLOs issued in Europe are generally structured in compliance with the existing EU Securitization Retention Requirements so that prospective investors subject to the existing EU Securitization Retention Requirements can invest in compliance with such requirements. To the extent a CLO is structured in compliance with the EU Securitization Retention Requirements, our ability to invest in the residual tranches of such CLOs could be limited, or we could be required to hold our investment for the life of the CLO. If a CLO has not been structured to comply with the EU Securitization Retention Requirements, it will limit the ability of EEA-regulated institutional investors to purchase CLO securities, which may adversely affect the price and liquidity of the securities (including the residual tranche) in the secondary market. Additionally, the EU Securitization Retention Requirements have reduced the issuance of new CLOs and reduced the liquidity provided by CLOs to the leveraged loan market generally. Reduced liquidity in the loan market could reduce investment opportunities for collateral managers, which could negatively affect the return of our investments. Any reduction in the volume and liquidity provided by CLOs to the leveraged loan market could also reduce opportunities to redeem or refinance the securities comprising a CLO in an optional redemption or refinancing and could negatively affect the ability of obligors to refinance of their collateral obligations, either of which developments could increase defaulted obligations above historic levels.

Risks Related to Our Investments

We are subject to LIBOR-based risks.

The CLOs in which we invest typically obtain financing at a floating rate based on LIBOR. Regulators and law enforcement agencies from a number of governments, including entities in the United States, Japan, Canada and the United Kingdom, have conducted or are conducting civil and criminal investigations into whether the banks that contributed to the British Bankers’ Association, or the “BBA,” in connection with the calculation of daily LIBOR may have been under-reporting or otherwise manipulating or attempting to manipulate LIBOR. Several financial institutions have reached settlements with the CFTC, the U.S. Department of Justice and the United Kingdom Financial Conduct Authority, or the “FCA,” in connection with investigations by such authorities into submissions made by such financial institutions to the bodies that set LIBOR and other interbank offered rates. In such settlements, such financial institutions admitted to submitting rates to the BBA that were lower than the actual rates at which such financial institutions could borrow funds from other banks. Additional investigations remain ongoing with respect to other major banks. There can be no assurance that there will not be additional admissions or findings of rate-setting manipulation or that manipulations of LIBOR or other similar interbank offered rates will not be shown to have occurred. On July 9, 2013, it was announced that the NYSE Euronext Rate Administration Limited would take over the administration of LIBOR from the BBA, subject to authorization from the FCA and following a period of transition. Accordingly, ICE Benchmark Administration Limited (formerly NYSE Euronext Rate Administration Limited) assumed this role on February 1, 2014. Any new administrator of LIBOR may make methodological changes to the way in which LIBOR is calculated or may alter, discontinue or suspend calculation or dissemination of LIBOR. Any of such actions or other effects from the ongoing investigations could adversely affect the liquidity and value of our investments. Further, additional admissions or findings of manipulation may decrease the confidence of the market in LIBOR and lead market participants to look for alternative, non-LIBOR based types of financing, such as fixed rate loans or bonds or floating rate loans based on non-LIBOR indices. An increase in alternative types of financing at the expense of LIBOR-based CLOs may impair the liquidity of our investments. Additionally, it may make it more difficult for CLO issuers to satisfy certain conditions set forth in a CLO’s offering documents.

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On July 27, 2017, the FCA announced that it will no longer persuade or compel banks to submit rates for the calculation of the LIBOR rates after 2021, or the “FCA Announcement.” Furthermore, in the United States, efforts to identify a set of alternative U.S. dollar reference interest rates include proposals by the Alternative Reference Rates Committee of the Federal Reserve Board and the Federal Reserve Bank of New York. On August 24, 2017, the Federal Reserve Board requested public comment on a proposal by the Federal Reserve Bank of New York, in cooperation with the Office of Financial Research, to produce three new reference rates intended to serve as alternatives to LIBOR. These alternative rates are based on overnight repurchase agreement transactions secured by U.S. Treasury Securities. On December 12, 2017, following consideration of public comments, the Federal Reserve Board concluded that the public would benefit if the Federal Reserve Bank of New York published the three proposed reference rates as alternatives to LIBOR, or the “Federal Reserve Board Notice.” The Federal Reserve Bank of New York said that the publication of these alternative rates is targeted to commence by mid-2018.

At this time, it is not possible to predict the effect of the FCA Announcement, the Federal Reserve Board Notice, or other regulatory changes or announcements, any establishment of alternative reference rates or any other reforms to LIBOR that may be enacted in the United Kingdom, the United States or elsewhere. As such, the potential effect of any such event on our net investment income cannot yet be determined. The CLOs we are invested in generally contemplate a scenario where LIBOR is no longer available by requiring the CLO administrator to calculate a replacement rate primarily through dealer polling on the applicable measurement date. However, there is uncertainty regarding the effectiveness of the dealer polling processes, including the willingness of banks to provide such quotations, which could adversely impact our net investment income. In addition, the effect of a phase out of LIBOR on U.S. senior secured loans, the underlying assets of the CLOs in which we invest, is currently unclear. To the extent that any replacement rate utilized for senior secured loans differs from that utilized for a CLO that holds those loans, the CLO would experience an interest rate mismatch between its assets and liabilities which could have an adverse impact on our net investment income and portfolio returns.

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USE OF PROCEEDS

The net proceeds to us of this offering are expected to be approximately $57.9 million (or approximately $66.6 million if the underwriters exercise the overallotment option in full), based on a public offering price of $25 per 2028 Note, after deducting the payment of underwriting discounts and commissions payable by us of approximately $1.9 million (or approximately $2.2 million if the underwriters exercise the overallotment option in full) and estimated offering expenses payable by us of approximately $250,000.

We intend to use the proceeds from the sale of the 2028 Notes pursuant to this prospectus supplement, along with other assets including available cash, to redeem the outstanding aggregate principal amount of the 2020 Notes, which are redeemable upon 30 days’ notice. As of April 16, 2018, we had $59,998,750 aggregate principal amount outstanding, plus accrued interest, of the 2020 Notes, which otherwise mature on December 31, 2020 and bear interest at a rate of 7.00%.

To the extent that any net proceeds from the sale of the 2028 Notes remain after we redeem the 2020 Notes, we intend to acquire investments in accordance with our investment objectives and strategies described in this prospectus supplement and the accompanying prospectus, to make distributions to our stockholders and for general working capital purposes. We currently anticipate that it will take up to six months after completion of this offering to invest substantially all of the net proceeds in our targeted investments or otherwise utilize such proceeds, although such period may vary and depends on the availability of appropriate investment opportunities consistent with our investment objectives and market conditions. We cannot assure you we will achieve our targeted investment pace, which may negatively impact our returns. Until appropriate investments or other uses can be found, we will invest in temporary investments, such as cash, cash equivalents, U.S. government securities and other high-quality debt investments that mature in one year or less, which we expect will have returns substantially lower than the returns that we anticipate earning from investments in CLO securities and related investments. Investors should expect, therefore, that before we have fully invested the proceeds of the offering in accordance with our investment objectives and policies, assets invested in these instruments would earn interest income at a modest rate, which may not exceed our expenses during this period.

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CAPITALIZATION

The following table sets forth our capitalization as of December 31, 2017:

on an actual basis;
on a pro forma basis to give effect to (1) the payment of a distribution of $0.20 per share of common stock on each of January 31, 2018, February 28, 2018 and March 29, 2018; (2) the distribution of $0.20 per share of common stock payable on April 30, 2018 to holders of record as of April 12, 2018; and (3) the issuance of 2,242,500 shares of our common stock in January 2018; and (4) the issuance and sale of 295,969 shares of common stock pursuant to our “at-the-market” offering from January 1, 2018 through April 16, 2018, yielding net proceeds to us of approximately $5.2 million; and
on a pro forma (as adjusted) basis to give effect to (1) the distributions and issuances described above; (2) the issuance and sale of $60,000,000 aggregate principal amount of the 2028 Notes in this offering based on a public offering price of $25 per 2028 Note, after deducting the assumed underwriting discounts and commissions payable by us and estimated offering expenses of approximately $250,000 payable by us; and (3) the redemption of the total outstanding aggregate principal amount of the 2020 Notes and the acceleration of the amortization of the deferred issuance costs related to the issuances of the 2020 Notes.

     
  Actual   Pro Forma   Pro Forma
(as adjusted)
     (Dollars in Thousands)
Assets:
                          
Cash and cash equivalents   $ 14,052     $ 41,627     $ 39,503  
Investments at fair value     479,908       479,908       479,908  
Other assets     19,005       19,005       19,005  
Total assets   $ 512,965     $ 540,540     $ 538,416  
Liabilities:
                          
2020 Notes ($59,998,750 aggregate principal amount, actual, pro forma)   $ 59,999     $ 59,999        
Deferred issuance costs – 2020 Notes     (1,748 )      (1,748 )       
2027 Notes ($31,625,000 aggregate principal amount, actual, pro forma and pro forma as adjusted)     31,625       31,625     $ 31,625  
Deferred issuance costs – 2027 Notes     (1,263 )      (1,263 )      (1,263 ) 
2028 Notes ($60,000,000 aggregate principal amount, pro forma as adjusted)                 60,000  
Preferred stock, par value $0.001 per share; 20,000,000 shares authorized, 3,685,584 shares issued and outstanding, actual, pro forma and pro forma as adjusted     92,140       92,140       92,140  
Deferred issuance costs – Preferred Stock     (3,780 )      (3,780 )      (3,780 ) 
Other liabilities     20,736       20,736       20,736  
Total liabilities   $ 197,709     $ 197,709     $ 199,458  
Net Assets applicable to 18,798,815 shares of common stock, actual; 21,337,284 shares of common stock, pro forma, pro forma as adjusted   $ 315,256     $ 342,831     $ 338,958  
Net Assets consist of:
                          
Paid-in capital   $ 358,106     $ 385,681     $ 381,808  
Aggregate common stock distributions paid in excess of net investment income     (29,739 )      (29,739 )      (29,739 ) 
Accumulated net realized gain (loss) on investment     6,052       6,052       6,052  
Accumulated net unrealized appreciation (depreciation) on investments     (19,163 )      (19,163 )      (19,163 ) 
Total net assets   $ 315,256     $ 342,831     $ 338,958  

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DESCRIPTION OF THE NOTES

The following description of the particular terms of the 2028 Notes supplements and, to the extent inconsistent with, replaces the description of the general terms and provisions of our debt securities set forth in the accompanying prospectus.

The 2028 Notes to be sold pursuant to this prospectus supplement will be issued under an indenture, dated as of December 4, 2015, between us and American Stock Transfer & Trust Company, LLC, and a third supplemental indenture thereto, to be entered into between us and American Stock Transfer & Trust Company, LLC, as trustee. We refer to the indenture and the third supplemental indenture thereto collectively as the “Indenture” and to American Stock Transfer & Trust Company, LLC as the “Trustee.” The 2028 Notes are governed by the Indenture, as required by federal law for all bonds and notes of companies that are publicly offered. An indenture is a contract between us and the financial institution acting as trustee on your behalf, and is subject to and governed by the Trust Indenture Act of 1939, as amended. The Trustee has two main roles. First, the Trustee can enforce your rights against us if we default. There are some limitations on the extent to which the Trustee acts on your behalf, described in the second paragraph under “— Events of Default — Remedies if an Event of Default Occurs.” Second, the Trustee performs certain administrative duties for us with respect to the 2028 Notes.

This section includes a description of the material terms of the 2028 Notes and the Indenture. Because this section is a summary, however, it does not describe every aspect of the 2028 Notes and the Indenture. We urge you to read the Indenture because it, and not this description, defines your rights as a holder of the 2028 Notes. The Indenture has been attached as an exhibit to the registration statement of which this prospectus supplement forms a part and has been filed with the SEC. See “Additional Information” in this prospectus supplement for information on how to obtain a copy of the Indenture.

General

The 2028 Notes initially are being offered in the aggregate principal amount of $60,000,000.

The 2028 Notes will mature on April 30, 2028 and 100% of the aggregate principal amount will be paid at maturity (unless the 2028 Notes are earlier redeemed as described below). The interest rate of the 2028 Notes is 6.6875% per year and will be paid every March 31, June 30, September 30 and December 31. 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. Interest payments on the 2028 Notes offered by this prospectus supplement will commence on July 2, 2018 (the first business day following June 30, 2018). The regular record dates for interest payments will be every March 15, June 15, September 15, and December 15. The first record date for the 2028 Notes offered by this prospectus supplement will be June 15, 2018. If a record date for an interest payment falls on a non-business day, the record date will be the next business day. The initial interest period for the 2028 Notes offered by this prospectus supplement will be the period from and including April 24, 2018, 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.

We will issue the 2028 Notes offered pursuant to this prospectus supplement in denominations of $25 and integral multiples of $25 in excess thereof. The 2028 Notes will not be subject to any sinking fund and holders of the 2028 Notes will not have the option to have the 2028 Notes repaid prior to April 30, 2028.

The Indenture does not contain any provisions that give you protection in the event we issue a large amount of debt. Other than the restrictions described under “— Merger or Consolidation,” the Indenture does not contain any covenants or other provisions designed to afford holders of the 2028 Notes protection in the event we are acquired by another entity.

Pursuant to the Indenture, we have the ability, without the consent of the holders thereof, to reopen the 2028 Notes and issue additional 2028 Notes having identical terms and conditions as the 2028 Notes, except for the offering price and the issue date, in one or more series. We may also issue additional series of debt securities under the Indenture and other debt securities in accordance with the limitations of the 1940 Act. Under the 1940 Act, so long as any 2028 Notes are outstanding, additional debt securities, including the 2027 Notes and the 2020 Notes, must rank in parity with the 2028 Notes with respect to the payment of interest

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and as to the distribution of assets upon dissolution, liquidation or the winding-up of our affairs. In addition, we may also enter certain other evidences of indebtedness (including bank borrowings and commercial paper) representing senior securities. We may also borrow in amounts up to 5% of our total assets if the borrowing is for temporary purposes only (i.e., if it is to be repaid within 60 days and not extended or renewed).

Under the current requirements of the 1940 Act, immediately after issuing any senior securities representing indebtedness (i.e., indebtedness other than borrowings for temporary purposes), including the 2028 Notes, the 2027 Notes and the 2020 Notes, we must have an asset coverage of at least 300%. Asset coverage means the ratio which the value of our total assets (including the proceeds of indebtedness), less all liabilities and indebtedness not represented by senior securities, bears to the aggregate amount of senior securities representing indebtedness. Other types of borrowings also may result in our being subject to similar covenants in credit agreements.

While any indebtedness and senior securities remain outstanding, we cannot make distributions to our stockholders or repurchase our capital stock unless we meet the applicable asset coverage requirements under the 1940 Act at the time of, and after giving effect to, the distribution or repurchase.

Ranking

The 2028 Notes are unsecured obligations of us and, upon our liquidation, dissolution or winding up, will rank (1) senior to the outstanding shares of our common stock and our preferred stock, (2) pari passu (or equally) with our existing and future unsecured indebtedness, including the 2027 Notes and the 2020 Notes, (3) effectively subordinated to any existing or future secured indebtedness (including indebtedness that is initially unsecured to which we subsequently grant security), to the extent of the value of the assets securing such indebtedness, and (4) structurally subordinated to all existing and future indebtedness of our subsidiaries, financing vehicles or similar facilities.

Optional Redemption

The 2028 Notes may be redeemed in whole or in part at any time or from time to time on or after April 30, 2021 at our option, 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 aggregate principal amount thereof plus unpaid interest payable thereon accrued to, but excluding, the date fixed for redemption.

You may be prevented from exchanging or transferring the 2028 Notes when they are subject to redemption. If the 2028 Notes become represented by certificates and, in case any 2028 Notes are to be redeemed in part only, the redemption notice will provide that, upon surrender of such 2028 Note, you will receive, without a charge, a new 2028 Note or 2028 Notes of authorized denominations representing the principal amount of your remaining unredeemed 2028 Notes. Any exercise of our option to redeem the 2028 Notes will be done in compliance with the 1940 Act.

If we redeem only some of the 2028 Notes, the Trustee will determine the method for selection of the particular 2028 Notes to be redeemed, in accordance with the Indenture and the rules of the NYSE. Unless we default in payment of the redemption price, on and after the date of redemption, interest will cease to accrue on the 2028 Notes called for redemption.

Redemption for Asset Coverage

If we fail to maintain asset coverage (as defined in the 1940 Act) with respect to securities issued under the Indenture, including the 2028 Notes, the 2027 Notes and the 2020 Notes, of at least the percentage required under Section 18(a)(1)(A) of the 1940 Act or any successor provisions (currently 300%) as of the last business day of any calendar quarter and such failure is not cured as of the close of business on the Asset Coverage Cure Date, we will fix a redemption date and proceed to redeem 2028 Notes as described below at a price equal to 100% of the aggregate principal amount thereof plus unpaid interest payable thereon accrued to, but excluding, the date fixed for redemption. We will redeem out of funds legally available an aggregate principal amount of securities issued under the Indenture (which at our discretion may include any number or portion of the 2028 Notes, the 2027 Notes or the 2020 Notes, if any) that, when combined with any shares of our preferred stock redeemed pursuant to mandatory redemption for failing to maintain the asset coverage required by 1940 Act for such preferred stock, (1) results in us having asset coverage of at least

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the percentage required under Section 18(a)(1)(A) of the 1940 Act or any successor provisions or (2) if smaller, the maximum aggregate principal amount of such securities that can be redeemed out of funds legally available for such redemption; provided that in connection with any such redemption for failure to maintain such asset coverage, we may, at our sole option, redeem such additional amount of securities, including the 2028 Notes, the 2027 Notes or the 2020 Notes, if any, that will result in our having asset coverage of up to and including 385%. We will effect such a redemption on the date fixed by us, which date will not be later than 90 calendar days after the Asset Coverage Cure Date, except that if we do not have funds legally available for the redemption of all of the aggregate principal amount of the 2028 Notes which have been designated to be redeemed, or we otherwise are unable to effect such redemption on or prior to 90 calendar days after the Asset Coverage Cure Date, we will redeem those 2028 Notes which we were unable to redeem on the earliest practicable date on which we are able to effect such redemption.

If we redeem only some of the 2028 Notes, the Trustee will determine the method for selection of the particular 2028 Notes to be redeemed, in accordance with the Indenture and the rules of the NYSE. Unless we default in payment of the redemption price, on and after the date of redemption, interest will cease to accrue on the 2028 Notes called for redemption.

Global Securities

DTC will act as securities depository for the 2028 Notes. The 2028 Notes will initially be issued in the form of one or more fully registered 2028 Notes in global form, or “Global Notes,” registered in the name of Cede & Co. (DTC’s partnership nominee) or such other name as may be requested by an authorized representative of DTC. One Global Note will be issued for each issuance of the 2028 Notes, in the aggregate principal amount thereof, and will be deposited with DTC. As a result of these arrangements, the depositary, or its nominee, will be the sole registered owner and holder of all the 2028 Notes represented by a Global Note and investors will be permitted to own only beneficial interests in a Global Note. For more information about these arrangements, see “— Global Notes; Book-Entry” below and “Book-Entry Issuance” in the accompanying prospectus.

Termination of a Global Security

If a global security is terminated for any reason, interests in it will be exchanged for certificates in non-book-entry form (certificated securities). After that exchange, the choice of whether to hold the certificated 2028 Notes directly or in street name will be up to the investor. Investors must consult their own banks or brokers to find out how to have their interests in a global security transferred on termination to their own names, so that they will be holders. See “— Form, Exchange and Transfer of Certificated Registered Securities.”

Conversion and Exchange

The 2028 Notes are not convertible into or exchangeable for other securities.

Payment and Paying Agents

We will pay interest to the person listed in the Trustee’s records as the owner of the 2028 Notes at the close of business on a particular day in advance of each due date for interest, even if that person no longer owns the 2028 Note on the interest due date. That day, usually about two weeks in advance of the interest due date, is called the “record date.” Because we will pay all the interest for an interest period to the holders on the record date, holders buying and selling the 2028 Notes must work out between themselves the appropriate purchase price. The most common manner is to adjust the sales price of the 2028 Notes to prorate interest fairly between buyer and seller based on their respective ownership periods within the particular interest period. This prorated interest amount is called “accrued interest.”

Payments on Global Securities

We will make payments on the 2028 Notes so long as they are represented by Global Notes in accordance with the applicable policies of the depositary as in effect from time to time. Under those policies, we will make payments directly to the depositary, or its nominee, and not to any indirect holders who own beneficial interests in the Global Notes. An indirect holder’s right to those payments will be governed by the rules and practices of the depositary and its participants, as described under “Book-Entry Issuance” in the accompanying prospectus.

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Payments on Certificated Securities

In the event the 2028 Notes become represented by certificates, we will make payments on the 2028 Notes as follows. We will pay interest that is due on an interest payment date by a check mailed on the interest payment date to the holder of the 2028 Note at his or her address shown on the Trustee’s records as of the close of business on the record date. We will make all payments of principal and premium, if any, by check at the office of the Trustee in Brooklyn, New York and/or at other offices that may be specified in the Indenture or a notice to holders against surrender of the 2028 Note.

Alternatively, if the holder asks us to do so, we will pay any amount that becomes due on the 2028 Notes by wire transfer of immediately available funds to an account at a bank in the United States, on the due date. To request payment by wire, the holder must give the Trustee appropriate transfer instructions at least 15 business days before the requested wire payment is due. In the case of any interest payment due on an interest payment date, the instructions must be given by the person who is the holder on the relevant regular record date. Any wire instructions, once properly given, will remain in effect unless and until new instructions are given in the manner described above.

Payment When Offices Are Closed

If any payment is due on the 2028 Notes on a day that is not a business day, we will make the payment on the next day that is a business day. Payments made on the next business day in this situation will be treated under the Indenture as if they were made on the original due date. Such payment will not result in a default under the 2028 Notes or the Indenture, and no interest will accrue on the payment amount from the original due date to the next day that is a business day.

Book-entry and other indirect holders should consult their banks or brokers for information on how they will receive payments on the 2028 Notes.

Events of Default

You will have rights if an Event of Default occurs in respect of the 2028 Notes and is not cured, as described later in this subsection. The term “Event of Default” in respect of the 2028 Notes means any of the following:

We do not pay the principal of, or any premium on, any 2028 Note when due and payable, and such default is not cured within five days.
We do not pay interest on any 2028 Note when due, and such default is not cured within 30 days.
We remain in breach of any other covenant with respect to the 2028 Notes for 60 days after we receive a written notice of default stating we are in breach. The notice must be sent by either the Trustee or holders of at least 25% of the principal amount of the 2028 Notes.
We file for bankruptcy or certain other events of bankruptcy, insolvency or reorganization occur and in the case of certain orders or decrees entered against us under any bankruptcy law, such order or decree remains undischarged or unstayed for a period of 90 days.
On the last business day of each of twenty-four consecutive calendar months, all series of our debt securities issued under the Indenture together have an asset coverage, as defined in the 1940 Act, of less than 100% after giving effect to exemptive relief, if any, granted to us by the SEC.

An Event of Default for the 2028 Notes does not necessarily constitute an Event of Default for any other series of debt securities issued under the same or any other indenture. The Trustee may withhold notice to the holders of the 2028 Notes of any default, except in the payment of principal or interest, if it in good faith considers the withholding of notice to be in the best interests of the holders.

Remedies if an Event of Default Occurs

If an Event of Default has occurred and is continuing, the following remedies are available. The Trustee or the holders of not less than 25% in principal amount of the 2028 Notes may declare the entire principal amount of all of the 2028 Notes to be due and immediately payable. This is called a declaration of acceleration of maturity. In certain circumstances, a declaration of acceleration of maturity may be canceled

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by the holders of a majority in principal amount of the 2028 Notes if (1) we have deposited with the Trustee all amounts due and owing with respect to the 2028 Notes (other than principal that has become due solely by reason of such acceleration) and certain other amounts, and (2) any other Events of Default have been cured or waived.

The Trustee is not required to take any action under the Indenture at the request of any holders unless the holders offer the Trustee protection from expenses and liability reasonably satisfactory to it (called an “indemnity”). If indemnity reasonably satisfactory to the Trustee is provided, the holders of a majority in principal amount of the 2028 Notes may direct the time, method and place of conducting any lawsuit or other formal legal action seeking any remedy available to the Trustee. The Trustee may refuse to follow those directions in certain circumstances. No delay or omission in exercising any right or remedy will be treated as a waiver of that right, remedy or Event of Default.

Before you are allowed to bypass the Trustee and bring your own lawsuit or other formal legal action or take other steps to enforce your rights or protect your interests relating to the 2028 Notes, the following must occur:

you must give the Trustee written notice that an Event of Default has occurred and remains uncured;
the holders of at least 25% in principal amount of the 2028 Notes must make a written request that the Trustee take action because of the default and must offer the Trustee reasonable indemnity, security or both against the cost and other liabilities of taking that action;
the Trustee must not have taken action for 60 days after receipt of the above notice and offer of indemnity and/or security; and
the holders of a majority in principal amount of the 2028 Notes must not have given the Trustee a direction inconsistent with the above notice during that 60-day period.

However, you are entitled at any time to bring a lawsuit for the payment of money due on your 2028 Notes on or after the due date thereof.

Book-entry and other indirect holders should consult their banks or brokers for information on how to give notice or direction to or make a request of the Trustee and how to declare or cancel an acceleration of maturity.

Each year, we will furnish to the Trustee a written statement of certain of our officers certifying that to their knowledge we are in compliance with the Indenture and the 2028 Notes, or else specifying any default.

Waiver of Default

The holders of a majority in principal amount of the 2028 Notes may waive any past defaults other than a default:

in the payment of principal or interest; or
in respect of a covenant that cannot be modified or amended without the consent of each holder.

Merger or Consolidation

Under the terms of the Indenture, we are generally permitted to consolidate or merge with another entity. We are also permitted to sell all or substantially all of our assets to another entity. However, we may not take any of these actions unless all the following conditions are met:

where we merge out of existence or convey or transfer all of our assets, the resulting entity must agree to be legally responsible for our obligations under the 2028 Notes;
immediately after the transaction, no Default or Event of Default will have happened and be continuing; and
we must deliver certain certificates and documents to the Trustee.

Modification or Waiver

There are three types of changes we can make to the Indenture and the 2028 Notes.

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Changes Requiring Your Approval

First, there are changes that we cannot make to your 2028 Notes without your specific approval. The following is a list of those types of changes:

change the stated maturity of the principal of or interest on the 2028 Notes;
reduce any amounts due on the 2028 Notes;
reduce the amount of principal payable upon acceleration of the maturity of a 2028 Note following a default;
change the place or currency of payment on a 2028 Note;
impair your right to sue for payment on the 2028 Notes following the date on which such amount is due and payable;
reduce the percentage in principal amount of holders of 2028 Notes whose consent is needed to modify or amend the Indenture;
reduce the percentage in principal amount of holders of 2028 Notes whose consent is needed to waive compliance with certain provisions of the Indenture or to waive certain defaults; and
modify any other aspect of the provisions of the Indenture dealing with supplemental indentures, waiver of past defaults, changes to the quorum or voting requirements or the waiver of certain covenants.

Changes Not Requiring Approval

The second type of change does not require any vote by the holders of the 2028 Notes. This type is limited to clarifications and certain other changes that would not materially adversely affect holders of the 2028 Notes in any material respect. We also do not need any approval to make any change that affects only 2028 Notes to be issued under the Indenture after the change takes effect.

Changes Requiring Majority Approval

Any other change to the Indenture and the 2028 Notes would require the following approval:

if the change affects only the 2028 Notes, it must be approved by the holders of a majority in principal amount of the 2028 Notes; and
if the change affects more than one series of debt securities issued under the Indenture, it must be approved by the holders of a majority in principal amount of all of the series affected by the change, with all affected series voting together as one class for this purpose.

In each case, the required approval must be given by either written consent or written ballot.

The holders of a majority in principal amount of all of the series of debt securities issued under the Indenture, voting together as one class for this purpose, may waive our compliance with some of our covenants in the Indenture. However, we cannot obtain a waiver of a payment default or of any of the matters covered by the bullet points included above under “— Changes Requiring Your Approval.”

Further Details Concerning Voting

When taking a vote, we will use the following rules to decide how much principal to attribute to the 2028 Notes:

The 2028 Notes will not be considered outstanding, and therefore not eligible to vote, if we have deposited or set aside in trust money for their payment or redemption. The 2028 Notes will also not be eligible to vote if they have been fully defeased as described later under “— Defeasance — Full Defeasance.”

We will generally be entitled to set any day as a record date for the purpose of determining the holders of the 2028 Notes that are entitled to vote or take other action under the Indenture. However, the record date may not be more than 30 days before the date of the first solicitation of holders to vote on or take such action

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and not later than the date on which solicitation is completed. If we set a record date for a vote or other action to be taken by holders of the 2028 Notes, that vote or action may be taken only by persons who are holders of the 2028 Notes on the record date and must be taken within eleven months following the record date.

Book-entry and other indirect holders should consult their banks or brokers for information on how approval may be granted or denied if we seek to change the Indenture or the 2028 Notes or request a waiver.

Satisfaction and Discharge; Defeasance

We may satisfy and discharge our obligations under the Indenture by delivering to the Trustee for cancellation all outstanding 2028 Notes or by depositing with the Trustee after the 2028 Notes have become due and payable, or otherwise, moneys sufficient to pay all of the outstanding 2028 Notes and paying all other sums payable under the Indenture by us. Such discharge is subject to terms contained in the Indenture.

Defeasance

The following defeasance provisions will be applicable to the 2028 Notes. “Defeasance” means that, by depositing with the Trustee an amount of cash and/or government securities sufficient to pay all principal and interest, if any, on the 2028 Notes when due and satisfying any additional conditions noted below, we will be deemed to have been discharged from our obligations under the 2028 Notes. In the event of a “covenant defeasance,” upon depositing such funds and satisfying similar conditions discussed below we would be released from certain covenants under the Indenture relating to the 2028 Notes. The consequences to the holders of the 2028 Notes would be that, while they would no longer benefit from certain covenants under the Indenture, and while the 2028 Notes could not be accelerated for any reason, the holders of 2028 Notes nonetheless would be guaranteed to receive the principal and interest owed to them.

Covenant Defeasance

Under current U.S. federal income tax law and the Indenture, we can make the deposit described below and be released from some of the restrictive covenants in the Indenture under which the 2028 Notes were issued. This is called “covenant defeasance.” In that event, you would lose the protection of those restrictive covenants but would gain the protection of having money and government securities set aside in trust to repay your 2028 Notes. In order to achieve covenant defeasance, the following must occur:

since the 2028 Notes are denominated in U.S. dollars, we must deposit in trust for the benefit of all holders of the 2028 Notes a combination of cash and U.S. government or U.S. government agency notes or bonds that will generate enough cash to make interest, principal and any other payments on the 2028 Notes on their various due dates;
we must deliver to the Trustee a legal opinion of our counsel confirming that, under current U.S. federal income tax law, we may make the above deposit without causing you to be taxed on the 2028 Notes any differently than if we did not make the deposit and just repaid the debt securities ourselves at maturity;
we must deliver to the Trustee a legal opinion and officers’ certificate stating that all conditions precedent to covenant defeasance have been complied with;
defeasance must not result in a breach or violation of, or result in a default under, the Indenture or any of our other material agreements or instruments; and
no default or Event of Default with respect to the 2028 Notes shall have occurred and be continuing and no defaults or Events of Default related to bankruptcy, insolvency or reorganization shall occur during the next 90 days.

If we accomplish covenant defeasance, you can still look to us for repayment of the 2028 Notes if there were a shortfall in the trust deposit or the Trustee is prevented from making payment. In fact, if one of the remaining Events of Default occurred (such as our bankruptcy) and the 2028 Notes became immediately due and payable, there might be a shortfall. Depending on the event causing the default, you may not be able to obtain payment of the shortfall.

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Full Defeasance

If there is a change in U.S. federal income tax law, as described below, we can legally release ourselves from all payment and other obligations on the 2028 Notes (called “full defeasance”) if we put in place the following other arrangements for you to be repaid:

since the 2028 Notes are denominated in U.S. dollars, we must deposit in trust for the benefit of all holders of the 2028 Notes a combination of money and U.S. government or U.S. government agency notes or bonds that will generate enough cash to make interest, principal and any other payments on the 2028 Notes on their various due dates;
we must deliver to the Trustee a legal opinion confirming that there has been a change in current U.S. federal income tax law or an IRS ruling that allows us to make the above deposit without causing you to be taxed on the 2028 Notes any differently than if we did not make the deposit. Under current U.S. federal income tax law the deposit and our legal release from the 2028 Notes would be treated as though we paid you your share of the cash and notes or bonds at the time the cash and notes or bonds were deposited in trust in exchange for your 2028 Notes and you would recognize gain or loss on the 2028 Notes at the time of the deposit;
we must deliver to the Trustee a legal opinion and officers’ certificate stating that all conditions precedent to defeasance have been complied with;
defeasance must not result in a breach or violation of, or constitute a default under, the Indenture or any of our other material agreements or instruments; and
no default or Event of Default with respect to the 2028 Notes shall have occurred and be continuing and no defaults or Events of Default related to bankruptcy, insolvency or reorganization shall occur during the next 90 days.

If we ever did accomplish full defeasance, as described above, you would have to rely solely on the trust deposit for repayment of the 2028 Notes. You could not look to us for repayment in the unlikely event of any shortfall. Conversely, the trust deposit would most likely be protected from claims of our lenders and other creditors if we ever became bankrupt or insolvent. If your 2028 Notes were effectively subordinated as described under “— Ranking,” such subordination would not prevent the Trustee under the Indenture from applying the funds available to it from the deposit referred to in the first bullet of the preceding paragraph to the payment of amounts due in respect of such 2028 Notes for the benefit of the subordinated debtholders.

Covenants

In addition to any other covenants described in the accompanying prospectus, as well as standard covenants relating to payment of principal and interest, maintaining an office where payments may be made or securities can be surrendered for payment, payment of taxes by us and related matters, the following covenants will apply to the 2028 Notes:

We agree that, for the period of time during which the 2028 Notes remain outstanding, we will remain a non-diversified closed-end management investment company for purposes of the 1940 Act.
We agree that, for the period of time during which the 2028 Notes remain outstanding, our payment obligations under the Indenture and the 2028 Notes will at all times rank pari passu, without preference or priority, with all of our existing and future unsecured indebtedness and senior to any preferred stock we may issue.
We agree that, for the period of time during which the 2028 Notes are outstanding, we will not violate Section 18(a)(1)(A) of the 1940 Act, as modified by the other provisions of Section 18, or any successor provisions, whether or not we continue to be subject to such provisions of the 1940 Act, but giving effect, in either case, to any exemptive relief granted to us by the SEC, if any. Currently, these provisions generally prohibit us from making additional borrowings, including through the issuance of additional debt securities, unless our asset coverage, as defined in the 1940 Act, with respect to such borrowings equals at least 300% after such borrowings. See “Risk Factors — Risks Relating to Our Investments — We may leverage our portfolio, which would

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magnify the potential for gain or loss on amounts invested and will increase the risk of investing in us” in the accompanying prospectus.
We agree that, for the period of time during which the 2028 Notes are outstanding, we will not violate Section 18(a)(1)(B) of the 1940 Act, as modified by the other provisions of Section 18, or any successor provisions, whether or not we continue to be subject to such provisions of the 1940 Act, giving effect to (i) any exemptive relief granted to us by the SEC, if any, and (ii) no-action relief granted by the SEC to another closed-end investment company (or to us if we determine to seek such similar no-action or other relief) permitting the closed-end investment company to declare any cash dividend or distribution notwithstanding the prohibition contained in Section 18(a)(1)(B) of the 1940 Act in order to maintain the closed-end investment company’s status as a RIC under Subchapter M of the Code. These provisions generally prohibit us from declaring any cash dividend or distribution upon any class of our capital stock, or purchasing any such capital stock if our asset coverage, as defined in the 1940 Act, with respect to our borrowings or other indebtedness is below 300% at the time of the declaration of the dividend or distribution or the purchase and after deducting the amount of such dividend, distribution or purchase (provided that we may declare dividends on our preferred stock as long as such asset coverage with respect to our borrowings or other indebtedness is not below 200%).
If, at any time, we are not subject to the reporting requirements of Sections 13 or 15(d) of the Exchange Act to file any periodic reports with the SEC, we agree to furnish to holders of the 2028 Notes and the Trustee, for the period of time during which the 2028 Notes are outstanding, our audited annual consolidated financial statements, within 60 days after the close of our fiscal year end, and our unaudited interim consolidated financial statements, within 60 days after the close of our second fiscal quarter end. All such financial statements will be prepared, in all material respects, in accordance with applicable GAAP.

Form, Exchange and Transfer of Certificated Registered Securities

2028 Notes in physical, certificated form will be issued and delivered to each person that DTC identifies as a beneficial owner of the related 2028 Notes only if:

DTC notifies us at any time that it is unwilling or unable to continue as depositary for the Global Notes and a successor depositary is not appointed within 90 days; or
DTC ceases to be registered as a clearing agency under the Exchange Act and a successor depositary is not appointed within 90 days.

Holders may exchange their certificated securities for 2028 Notes of smaller denominations or combined into fewer 2028 Notes of larger denominations, as long as the total principal amount is not changed and as long as the denomination is equal to or greater than $25.

Holders may exchange or transfer their certificated securities at the office of the Trustee. We have appointed the Trustee to act as our agent for registering 2028 Notes in the names of holders transferring 2028 Notes. We may appoint another entity to perform these functions or perform them ourselves.

Holders will not be required to pay a service charge to transfer or exchange their certificated securities, but they may be required to pay any tax or other governmental charge associated with the transfer or exchange. The transfer or exchange will be made only if our transfer agent is satisfied with the holder’s proof of legal ownership.

We may appoint additional transfer agents or cancel the appointment of any particular transfer agent. We may also approve a change in the office through which any transfer agent acts.

If we redeem any of the 2028 Notes, we may block the transfer or exchange of those 2028 Notes selected for redemption during the period beginning 15 days before the day we mail the notice of redemption and ending on the day of that mailing, in order to determine and fix the list of holders to prepare the mailing. We may also refuse to register transfers or exchanges of any certificated 2028 Notes selected for redemption, except that we will continue to permit transfers and exchanges of the unredeemed portion of any 2028 Note that will be partially redeemed.

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Resignation of Trustee

The Trustee may resign or be removed with respect to the 2028 Notes provided that a successor trustee is appointed to act with respect to the 2028 Notes. In the event that two or more persons are acting as trustee with respect to different series of indenture securities under the Indenture, each of the trustees will be a trustee of a trust separate and apart from the trust administered by any other trustee.

Concerning the Trustee

The Trustee serves as trustee for the 2027 Notes and the 2020 Notes, transfer agent for our common stock and Preferred Stock and agent for our dividend reinvestment plan. We will appoint the Trustee as registrar and paying agent under the Indenture.

Governing Law

The Indenture and the 2028 Notes will be governed by, and construed in accordance with, the laws of the State of New York.

Global Notes; Book-Entry

Global Notes

Ownership of beneficial interests in a Global Note will be limited to persons who have accounts with DTC, or the DTC participants, or persons who hold interests through DTC participants. We expect that under procedures established by DTC:

upon deposit of a Global Note with DTC’s custodian, DTC will credit portions of the principal amount of the Global Note to the accounts of the DTC participants designated by the underwriters, if applicable; and
ownership of beneficial interests in a Global Note will be shown on, and transfer of ownership of those interests will be effected only through, records maintained by DTC (with respect to interests of DTC participants) and the records of DTC participants (with respect to other owners of beneficial interests in the Global Note).

Beneficial interests in Global Notes may not be exchanged for 2028 Notes in physical, certificated form except in the limited circumstances described under “— Form, Exchange and Transfer of Certificated Registered Securities.”

Book-Entry Procedures for Global Notes

All interests in the Global Notes will be subject to the operations and procedures of DTC. The operations and procedures of DTC are controlled by that settlement system and may be changed at any time. Neither we nor the underwriters are responsible for those operations or procedures. See “Book-Entry Issuance” in the accompanying prospectus for a description of DTC’s operations and procedures.

So long as DTC’s nominee is the registered owner of a Global Note, that nominee will be considered the sole owner or holder of the 2028 Notes represented by that Global Note for all purposes under the Indenture. Except as provided under “— Form, Exchange and Transfer of Certificated Registered Securities,” owners of beneficial interests in a Global Note:

will not be entitled to have 2028 Notes represented by the Global Note registered in their names;
will not receive or be entitled to receive physical, certificated 2028 Notes; and
will not be considered the owners or holders of the 2028 Notes under the Indenture for any purpose, including with respect to the giving of any direction, instruction or approval to the Trustee under the Indenture.

As a result, each investor who owns a beneficial interest in a Global Note must rely on the procedures of DTC to exercise any rights of a holder of 2028 Notes under the Indenture (and, if the investor is not a participant or an indirect participant in DTC, on the procedures of the DTC participant through which the investor owns its interest). Payments of principal and interest with respect to the 2028 Notes represented by a

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Global Note will be made by the Trustee to DTC’s nominee as the registered holder of the Global Note. Neither we nor the Trustee will have any responsibility or liability for the payment of amounts to owners of beneficial interests in a Global Note, for any aspect of the records relating to or payments made on account of those interests by DTC, or for maintaining, supervising or reviewing any records of DTC relating to those interests.

Payments by participants and indirect participants in DTC to the owners of beneficial interests in a Global Note will be governed by standing instructions and customary industry practice and will be the responsibility of those participants or indirect participants and DTC.

Transfers between participants in DTC will be effected under DTC’s procedures and will be settled in same-day funds.

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UNDERWRITING

Ladenburg Thalmann & Co. Inc. is acting as representative of the several underwriters named below. Subject to the terms and conditions stated in the underwriting agreement dated April 17, 2018, each underwriter named below has agreed to purchase, and we have agreed to sell to that underwriter, the aggregate principal amount of the 2028 Notes set forth opposite the underwriter’s name.

 
Underwriter   Aggregate Principal Amount
Ladenburg Thalmann & Co. Inc.   $ 25,000,000  
B. Riley FBR, Inc.     9,875,000  
Oppenheimer & Co. Inc.     9,875,000  
BB&T Capital Markets, a division of BB&T Securities, LLC     6,000,000  
Incapital LLC     4,625,000  
National Securities Corporation     4,625,000  
Total   $ 60,000,000  

The underwriting agreement provides that the obligations of the underwriters to purchase the 2028 Notes are subject to certain conditions precedent, including the absence of any material adverse change in our business and the receipt of certain certificates, opinions and letters from us, our counsel and our independent registered public accounting firm. The underwriters are obligated to purchase all of the 2028 Notes included in this offering (other than those covered by the overallotment option) if they purchase any of the 2028 Notes.

Commission and Discount

The underwriters propose to initially offer some of the 2028 Notes directly to the public at the public offering price set forth on the cover page of this prospectus supplement and some of the 2028 Notes to certain dealers at the public offering price less a concession not in excess of 2.0% of the aggregate principal amount of the 2028 Notes. If all of the 2028 Notes are not sold at the public offering price, the representative may change the public offering price and other selling terms. Investors must pay for any 2028 Notes purchased in this offering on or before April 24, 2018. The representative has advised us that the underwriters do not intend to confirm any sales to any accounts over which they exercise discretionary authority.

The following table shows the sales load to be paid to the underwriters in connection with this offering assuming (1) no exercise of and (2) exercise in full of the underwriters’ overallotment option, which is described below. This offering will conform to the requirements set forth in FINRA Rule 5110. The sum of all compensation to the underwriters in connection with this offering of the 2028 Notes, including the sales load, will not exceed 8% of the total public offering price of the 2028 Notes sold in this offering.

     
  Per Note   Total
     Without
Overallotment
  With
Overallotment
Public offering price     100 %    $ 60,000,000     $ 69,000,000  
Sales load (underwriting discounts and commissions)     3.125 %    $ 1,875,000     $ 2,156,250  
Proceeds to us (before expenses)     96.875 %    $ 58,125,000     $ 66,843,750  

We estimate that the total expenses of this offering, excluding the sales load, will be approximately $250,000. As part of our payment of our offering expenses, we have agreed to pay expenses related to the fees and disbursements of counsel to the underwriters, in an amount not to exceed $5,000 in the aggregate, in connection with the review by the Financial Industry Regulatory Authority, Inc., or “FINRA,” of the terms of the sale of the 2028 Notes.

Overallotment Option

The underwriters hold an option, exercisable for 30 days from the date of this prospectus supplement, to purchase from us up to an additional $9,000,000 aggregate principal amount of the 2028 Notes at the public offering price less the sales load. The underwriters may exercise the option solely for the purpose of covering

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overallotments, if any, in connection with this offering. To the extent such option is exercised, each underwriter must purchase a number of additional shares approximately proportionate to the underwriter’s initial purchase commitment.

No Sales of Debt Securities

Subject to certain exceptions, we have agreed not to sell, offer to sell, contract or agree to sell, hypothecate, pledge, grant any option to purchase or otherwise dispose of or agree to dispose of, directly or indirectly, any debt securities issued or guaranteed by us or any securities convertible into or exercisable or exchangeable for debt securities issued or guaranteed by us or file or cause to be declared effective a registration statement under the Securities Act with respect to any of the foregoing, without the consent of the underwriters, for a period of 30 days from the date of this prospectus supplement. This consent may be given at any time without public notice.

Listing

The 2028 Notes are a new issue of securities with no established trading market. We intend to list the 2028 Notes on the NYSE under the symbol “ECCX,” and we expect trading in the 2028 Notes on the NYSE to begin within 30 days of the original issue date.

Certain underwriters may make a market in the 2028 Notes; however, no underwriter is obligated to conduct market-making activities and any such activities may be discontinued at any time without notice, at the sole discretion of the underwriter. No assurance can be given as to the liquidity of, or the trading market for, the 2028 Notes as a result of any market-making activities undertaken by any underwriter. This prospectus supplement and the accompanying prospectus are to be used by the underwriters in connection with the offering and, during the period in which a prospectus must be delivered, with offers and sales of the 2028 Notes in market-making transactions in the over-the-counter market at negotiated prices related to prevailing market prices at the time of the sale.

Price Stabilization and Short Positions

In connection with the offering, Ladenburg Thalmann & Co. Inc., on behalf of the underwriters, may purchase and sell the 2028 Notes in the open market. These transactions may include short sales, covering transactions and stabilizing transactions. Short sales involve syndicate sales of 2028 Notes in excess of the number of 2028 Notes to be purchased by the underwriters in the offering, which creates a syndicate short position. “Covered” short sales are sales of 2028 Notes made in an amount up to the number of 2028 Notes represented by the underwriters’ overallotment option. In determining the source of 2028 Notes to close out the covered syndicate short position, the underwriters will consider, among other things, the price of 2028 Notes available for purchase in the open market as compared to the price at which they may purchase 2028 Notes through the overallotment option. Transactions to close out the covered syndicate short position involve either purchases of 2028 Notes in the open market after the distribution has been completed or the exercise of the overallotment option. The underwriters may also make “naked” short sales of 2028 Notes in excess of the overallotment option. The underwriters must close out any naked short position by purchasing 2028 Notes in the open market. A naked short position is more likely to be created if the underwriters are concerned that there may be downward pressure on the price of 2028 Notes in the open market after pricing that could adversely affect investors who purchase in the offering. Stabilizing transactions consist of bids for or purchases of 2028 Notes in the open market while the offering is in progress.

The underwriters also may impose a penalty bid. Penalty bids permit the underwriters to reclaim a selling concession from a syndicate member when Ladenburg Thalmann & Co. Inc. repurchases 2028 Notes originally sold by that syndicate member in order to cover syndicate short positions or make stabilizing purchases.

Any of these activities may have the effect of preventing or retarding a decline in the market price of the 2028 Notes. They may also cause the price of the 2028 Notes to be higher than the price that would otherwise exist in the open market in the absence of these transactions. The underwriters may conduct these transactions on the NYSE, in the over-the-counter market, or otherwise. If the underwriters commence any of these transactions, they may discontinue them at any time.

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Electronic Delivery

This prospectus supplement and the accompanying prospectus may be made available in electronic format on websites maintained by one or more the underwriters. The representative may agree to allocate a number of the 2028 Notes to underwriters for sale to their online brokerage account holders. The representative will allocate 2028 Notes to underwriters that may make Internet distributions on the same basis as other allocations. In addition, 2028 Notes may be sold by the underwriters to securities dealers who resell shares to online brokerage account holders.

Other Relationships

We, the Adviser and the Administrator have each agreed to indemnify the underwriters against certain liabilities, including liabilities under the Securities Act or to contribute to payments the underwriters may be required to make because of any of those liabilities.

We anticipate that, from time to time, certain of the underwriters may act as a broker or a dealer in connection with the execution of our portfolio transactions after it has ceased to be an underwriter and, subject to certain restrictions, may act as a broker while it is an underwriter.

Certain underwriters may have performed investment banking and financial advisory services for us, the Adviser and our affiliates from time to time, for which they have received customary fees and expenses. Certain underwriters may, from time to time, engage in transactions with or perform services for us, the Adviser and our affiliates in the ordinary course of business.

Alternative Settlement Cycle

We expect that delivery of the 2028 Notes will be made against payment therefor on or about April 24, 2018, which will be the fifth business day following the date of the pricing of the 2028 Notes (such settlement being herein referred to as “T+5”). Under Rule 15c6-1 promulgated under the Exchange Act, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the 2028 Notes prior to the date of delivery hereunder will be required, by virtue of the fact that the 2028 Notes initially will settle in T+5 business days, to specify an alternative settlement arrangement at the time of any such trade to prevent a failed settlement.

The principal business address of the representative of the underwriters is: Ladenburg Thalmann & Co. Inc., 277 Park Avenue, 26th Floor, New York, New York.

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U.S. FEDERAL INCOME TAX MATTERS

The following is a summary of certain U.S. federal income tax consequences generally applicable to the purchase, ownership and disposition of the 2028 Notes as of the date of this prospectus supplement. Unless otherwise stated, this summary principally applies only to holders of the 2028 Notes who acquire the 2028 Notes pursuant to this offering at their “issue price” within the meaning of the applicable provisions of the Code and who hold the 2028 Notes as capital assets for U.S. federal tax purposes (generally, property held for investment).

As used herein, a “U.S. holder” means a beneficial owner of the 2028 Notes that is for U.S. federal income tax purposes any of the following:

an individual citizen or resident of the United States;
a corporation (or any other entity treated as a corporation for U.S. federal income tax purposes) created or organized in or under the laws of the United States, any state or other political subdivision thereof (including the District of Columbia);
a trust if it (a) is subject to the primary supervision of a court within the United States and one or more United States persons have the authority to control all substantial decisions of the trust or (b) has a valid election in effect under applicable United States Treasury regulations, or “Treasury Regulations,” to be treated as a United States person; or
an estate, the income of which is subject to U.S. federal income taxation regardless of its source.

The term “non-U.S. holder” means a beneficial owner of the 2028 Notes (other than a partnership or any other entity or other arrangement treated as a partnership for U.S. federal income tax purposes) that is not a U.S. holder.

An individual may, subject to exceptions, be deemed to be a resident of the United States for U.S. federal income tax purposes, as opposed to a non-resident alien, by, among other ways, being present in the United States (i) on at least 31 days in the calendar year, and (ii) for an aggregate of at least 183 days during a three-year period ending in the current calendar year, counting for such purposes all of the days present in the current year, one-third of the days present in the immediately preceding calendar year, and one-sixth of the days present in the second preceding calendar year. Individuals who are residents for such purposes are subject to U.S. federal income tax as if they were United States citizens.

This summary does not represent a detailed description of the U.S. federal income tax consequences applicable to you, as a holder of the 2028 Notes, if you are a person subject to special tax treatment under the U.S. federal income tax laws, including, without limitation:

a dealer in securities or currencies;
a financial institution;
a RIC;
a real estate investment trust;
a tax-exempt organization;
an insurance company;
a person holding the 2028 Notes as part of a hedging, integrated, conversion or constructive sale transaction or a straddle;
a trader in securities that has elected the mark-to-market method of accounting for their securities;
a person subject to alternative minimum tax;
a partnership or other pass-through entity for U.S. federal income tax purposes;
a U.S. holder whose “functional currency” is not the U.S. dollar;
a U.S. holder who is subject to the special tax accounting rules under Section 451(b) of the Code;

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a “controlled foreign corporation,” or “CFC”;
a “passive foreign investment company,” or “PFIC”; or
a United States expatriate or foreign persons or entities (except to the extent set forth below).

If a partnership (including any entity classified or arrangement treated as a partnership for U.S. federal income tax purposes) holds 2028 Notes, the tax treatment of a partner will generally depend upon the status of the partner and the activities of the partnership. If you are a partnership or a partner in a partnership holding 2028 Notes, you should consult your own tax advisors regarding the tax consequences of an investment in the 2028 Notes.

This summary is based on the Code, Treasury Regulations, rulings and judicial decisions as of the date hereof. Those authorities may be changed, possibly on a retroactive basis, so as to result in U.S. federal income tax consequences different from those summarized below. This summary does not represent a detailed description of the U.S. federal income tax consequences that may be applicable to you in light of your particular circumstances and, except as noted below, does not address the effects of any aspects of U.S. estate or gift, or state, local or non-U.S. income, estate, or gift tax laws. It is not intended to be, and should not be construed to be, legal or tax advice to any particular purchaser of 2028 Notes. We have not sought and will not seek any ruling from the Internal Revenue Service, or the “IRS.” No assurance can be given that the IRS would not assert, or that a court would not sustain, a position contrary to any of the tax aspects set forth below. For a summary of the U.S. federal income tax considerations applicable to us regarding our election to be treated as a RIC, please refer to “U.S. Federal Income Tax Matters — Important U.S. Federal Income Tax Considerations Affecting Us” in the accompanying prospectus. You should consult your own tax advisors concerning the particular U.S. federal income tax consequences to you of the ownership of the 2028 Notes, as well as the consequences to you arising under the laws or other guidance of any other taxing jurisdiction.

Taxation of Note Holders

Taxation of U.S. holders.  Payments or accruals of interest on a 2028 Note generally will be taxable to a U.S. holder as ordinary interest income at the time they are received (actually or constructively) or accrued, in accordance with the U.S. holder’s regular method of tax accounting.

Upon the sale, exchange, redemption or retirement of a 2028 Note, a U.S. holder generally will recognize capital gain or loss equal to the difference between the amount realized on the sale, exchange, redemption or retirement (excluding any amounts representing accrued and unpaid interest, which are treated as ordinary income) and the U.S. holder’s adjusted tax basis in the 2028 Note. A U.S. holder’s tax basis in a 2028 Note generally will equal the amount of the U.S. holder’s initial investment in the 2028 Note. Capital gain or loss recognized upon the sale or other disposition of a 2028 Note generally will be long-term capital gain or loss if the 2028 Note is held for more than one year. Long-term capital gains recognized by individuals and certain other non-corporate U.S. holders generally are eligible for preferential rates of U.S. federal income taxation, currently at a rate of generally either 15% or 20%, depending on whether the U.S. holder’s income exceeds certain threshold amounts, and the deductibility of capital losses is subject to certain limitations prescribed under the Code. The distinction between capital gain or loss and ordinary income or loss is also important in other contexts, such as, for example, for purposes of the limitations on a U.S. holder’s ability to offset capital losses against ordinary income.

Medicare Tax on Net Investment Income.  A 3.8% tax is imposed under Section 1411 of the Code on the “net investment income” of certain U.S. citizens and residents and on the undistributed net investment income of certain estates and trusts. Among other items, net investment income generally includes payments of interest on, and net gains recognized from the sale, exchange, redemption, retirement or other taxable disposition of 2028 Notes (unless the 2028 Notes are held in connection with certain trades or businesses), less certain deductions. Prospective investors in the 2028 Notes should consult their own tax advisors regarding the effect, if any, of this tax on their ownership and disposition of the 2028 Notes.

Taxation of Non-U.S. Holders.  A non-U.S. holder generally will not be subject to U.S. federal income or withholding taxes on payments or accruals of principal or stated interest on a 2028 Note provided that in the case of interest on the 2028 Note (i) the interest is not effectively connected with the conduct by the

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non-U.S. holder of a trade or business within the United States, (ii) the non-U.S. holder is not a CFC directly or indirectly related to the Company through sufficient stock ownership, (iii) the recipient is not a bank receiving interest described in Section 881(c)(3)(A) of the Code, (iv) the non-U.S. holder does not own (actually or constructively) 10% or more of the total combined voting power of all classes of stock of the Company, and (v) (A) the non-U.S. holder provides to the applicable withholding agent a statement on an IRS Form W-8BEN, W-8BEN-E or other applicable U.S. nonresident withholding tax certification form signed under penalties of perjury that includes its name and address and certifies that it is not a United States person in compliance with applicable requirements, or satisfies documentary evidence requirements for establishing that it is a non-U.S. holder, or (B) a securities clearing organization, bank, or other financial institution that holds customer securities in the ordinary course of its trade or business (i.e., a “financial institution”) and holds a 2028 Note certifies to us under penalties of perjury that either it or another financial institution has received the required statement from the non-U.S. Holder certifying that it is a non-U.S. person and furnishes us with a copy of the statement.

A non-U.S. holder that is not exempt from tax under these rules generally will be subject to withholding of U.S. federal income tax on payments of interest on the 2028 Notes at a rate of 30% unless (i) the interest is effectively connected with the conduct of a United States trade or business, in which case the interest will be subject to United States federal income tax on a net income basis as applicable to U.S. holders generally (unless an applicable income tax treaty provides otherwise), or (ii) an applicable income tax treaty provides for a lower rate of, or exemption from, this withholding. In the case of a non-U.S. holder that is a corporation for U.S. federal income tax purposes and that receives income that is effectively connected with the conduct of a United States trade or business, such income may also be subject to a branch profits tax (which is generally imposed on a non-U.S. corporation on the actual or deemed repatriation from the United States of earnings and profits attributable to a United States trade or business) at a 30% rate. The branch profits tax may not apply (or may apply at a reduced rate) if the non-U.S. holder is a qualified resident of a country with which the United States has an income tax treaty.

To claim the benefit of an income tax treaty or to claim exemption from withholding because interest is effectively connected with a United States trade or business, the non-U.S. holder must timely provide the appropriate, properly executed applicable U.S. nonresident withholding tax certification form signed under penalties of perjury to the applicable withholding agent.

Generally, a non-U.S. holder will not be subject to U.S. federal income or withholding taxes on any amount that constitutes capital gain realized upon the sale, exchange, redemption or retirement of a 2028 Note, provided the gain is not effectively connected with the conduct of a trade or business in the United States by the non-U.S. holder (and, if required by an applicable income tax treaty, is not attributable to a United States “permanent establishment” maintained by the non-U.S. holder). Certain other exceptions may be applicable, and a non-U.S. holder should consult its tax advisor in this regard.

A 2028 Note that is held by an individual who, at the time of death, is not a citizen or resident of the United States (as specially defined for U.S. federal estate tax purposes) generally will not be subject to the U.S. federal estate tax, unless, at the time of death, (i) such individual directly or indirectly, actually or constructively, owns ten percent or more of the total combined voting power of all classes of our stock entitled to vote within the meaning of Section 871(h)(3) of the Code and the Treasury Regulations thereunder or (ii) such individual’s interest in the 2028 Notes is effectively connected with the individual’s conduct of a United States trade or business.

Tax Shelter Reporting Regulations.  Under applicable Treasury Regulations, if a U.S. holder recognizes a loss with respect to the 2028 Notes or our common stock of $2 million or more for a non-corporate U.S. holder or $10 million or more for a corporate U.S. holder in any single tax year (or a greater loss over a combination of tax years), the U.S. holder may be required to file with the IRS a disclosure statement on IRS Form 8886. Direct U.S. holders of portfolio securities are in many cases excepted from this reporting requirement, but, under current guidance, U.S. holders of a RIC are not excepted. Future guidance may extend the current exception from this reporting requirement to U.S. holders of most or all RICs. The fact that a loss is reportable under these regulations does not affect the legal determination of whether the taxpayer’s treatment of the loss is proper. Significant monetary penalties apply to a failure to comply with this reporting

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requirement. States may also have a similar reporting requirement. U.S. holders of the 2028 Notes or our common stock should consult their own tax advisers to determine the applicability of these Treasury Regulations in light of their individual circumstances.

Information Reporting and Backup Withholding.  A U.S. holder (other than an “exempt recipient,” including a corporation and certain other persons who, when required, demonstrate their exempt status) may be subject to backup withholding at a rate of 24% on, and will be subject to information reporting requirements with respect to, payments of principal or interest on, and proceeds from the sale, exchange, redemption or retirement of, the 2028 Notes. In general, if a non-corporate U.S. holder subject to information reporting fails to furnish a correct taxpayer identification number or otherwise fails to comply with applicable backup withholding requirements, backup withholding at the applicable rate may apply.

If you are a non-U.S. holder, generally, the applicable withholding agent generally reports to the IRS and to you payments of interest, if any, on the 2028 Notes and the amount of tax, if any, withheld with respect to those payments. Copies of the information returns reporting such interest payments and any withholding may also be made available to the tax authorities in the country in which you reside under the provisions of a treaty or agreement. In general, backup withholding will not apply to payments of interest on your 2028 Notes if you have provided to the applicable withholding agent the required certification that you are not a U.S. person and the applicable withholding agent does not have actual knowledge or reason to know that you are a U.S. person. Information reporting and, depending on the circumstances, backup withholding will apply to payment to you of the proceeds of a sale or other disposition (including a retirement or redemption) of your 2028 Notes within the United States or conducted through certain U.S.-related financial intermediaries, unless you certify under penalties of perjury that you are not a U.S. person or you otherwise establish an exemption, and the applicable withholding agent does not have actual knowledge or reason to know that you are a U.S. person.

You should consult your own tax advisor regarding the application of information reporting and backup withholding in your particular circumstance and the availability of and procedure for obtaining an exemption from backup withholding. Backup withholding is not an additional tax, and any amounts withheld under the backup withholding rules may be allowed as a refund or a credit against your U.S. federal income tax liability, provided the required information is timely furnished to the IRS.

FATCA Withholding on Payments to Certain Foreign Entities.  FATCA generally imposes a U.S. federal withholding tax of 30% on (i) interest earned in respect of a debt instrument, and (ii) the gross proceeds from the disposition of a debt instrument that pays U.S. source interest income paid after December 31, 2018, which, in each case, would include the 2028 Notes, to certain non-U.S. entities (including, in some circumstances, where such an entity is acting as an intermediary) that fail to comply or is not deemed compliant with certain certification and information reporting requirements that are in addition to and significantly more onerous than the requirement to provide an applicable U.S. nonresident withholding tax certification form, as discussed above. FATCA withholding taxes generally apply to all withholdable payments without regard to whether the beneficial owner of the payment would otherwise be entitled to an exemption from withholding taxes pursuant to an applicable tax treaty with the United States or under U.S. domestic law. If FATCA withholding taxes are imposed with respect to any payments of interest or proceeds made under the 2028 Notes, under certain circumstances, a holder might be eligible for a refund or credit of such taxes. Prospective holders of the 2028 Notes should consult their own tax advisors regarding the effect, if any, of the FATCA rules for them based on their particular circumstances.

The preceding discussion of material U.S. federal income tax considerations is for general information only and is not tax advice. We urge you to consult your own tax advisor with respect to the particular tax consequences to you of an investment in the 2028 Notes, including the possible effect of any pending legislation or proposed regulations.

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LEGAL MATTERS

Certain legal matters in connection with the 2028 Notes will be passed upon for us by Dechert LLP, One International Place, 40th Floor, 100 Oliver Street, Boston, Massachusetts, and for the underwriters by Mayer Brown LLP, 1221 Avenue of the Americas, New York, New York.

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

KPMG LLP, an independent registered public accounting firm located at 345 Park Avenue, New York, New York 10154, provides audit services, tax return preparation, and assistance and consultation with respect to the preparation of filings with the SEC.

ADDITIONAL INFORMATION

We have filed with the SEC a registration statement on Form N-2 (file numbers 333-218611 and 811-22974), together with all amendments and related exhibits, under the Securities Act, with respect to the 2028 Notes offered by this prospectus supplement and the accompanying prospectus. Our registration statement may be obtained from the SEC at www.sec.gov.

We file with or submit to the SEC annual and semi-annual reports, proxy statements and other information meeting the informational requirements of the Exchange Act. You may inspect and copy these reports, proxy statements and other information, as well as the registration statement and related exhibits, at the Public Reference Room of the SEC at 100 F Street, NE, Washington, D.C. 20549. You may obtain information on the operation of the Public Reference Room by calling the SEC at (800) SEC-0330. The SEC maintains an Internet site (http://www.sec.gov) that contains reports, proxy statements and other information filed electronically by us with the SEC. Copies of these reports, proxy statements and other information may be obtained, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov, or by writing the SEC’s Public Reference Section, 100 F Street, NE, Washington, D.C. 20549. This information is also available free of charge by writing us at Eagle Point Credit Company Inc., 20 Horseneck Lane, Greenwich, CT 06830, Attention: Investor Relations, by telephone at (844) 810-6501, or on our website at www.eaglepointcreditcompany.com. Information on our website is not incorporated by reference into or a part of this prospectus supplement or the accompanying prospectus.

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Eagle Point Credit Company Inc. & Subsidiaries
 
Consolidated Statement of Assets and Liabilities
As of December 31, 2017
(expressed in U.S. dollars)

 
ASSETS
        
Investments, at fair value (cost $499,070,972)   $ 479,908,271  
Cash     14,051,810  
Interest receivable     14,008,193  
Receivable for securities sold     3,505,362  
Prepaid expenses     834,170  
Receivable for shares of common stock issued (Note 5)     309,419  
Other receivable     348,012  
Total Assets     512,965,237  
LIABILITIES
        
7.75% Series A Term Preferred Stock due 2022 (Note 6):
        
7.75% Series A Term Preferred Stock due 2022 (1,818,000 shares outstanding)     45,450,000  
Unamortized deferred debt issuance costs associated with 7.75% Series A Term Preferred Stock due 2022     (1,517,413 ) 
Net 7.75% Series A Term Preferred Stock due 2022 less associated unamortized deferred debt issuance costs     43,932,587  
7.75% Series B Term Preferred Stock due 2026 (Note 6):
        
7.75% Series B Term Preferred Stock due 2026 (1,867,584 shares outstanding)     46,689,600  
Unamortized deferred debt issuance costs associated with 7.75% Series B Term Preferred Stock due 2026     (2,262,780 ) 
Net 7.75% Series B Term Preferred Stock due 2026 less associated unamortized deferred debt issuance costs     44,426,820  
7.00% Unsecured Notes due 2020 (Note 7):
        
7.00% Unsecured Notes due 2020     59,998,750  
Unamortized deferred debt issuance costs associated with 7.00% Unsecured Notes due 2020     (1,747,972 ) 
Net 7.00% Unsecured Notes due 2020 less associated unamortized deferred debt issuance costs     58,250,778  
6.75% Unsecured Notes due 2027 (Note 7):
        
6.75% Unsecured Notes due 2027     31,625,000  
Unamortized deferred debt issuance costs associated with 6.75% Unsecured Notes due 2027     (1,262,890 ) 
Net 6.75% Unsecured Notes due 2027 less associated unamortized deferred debt issuance costs     30,362,110  
Payable for securities purchased     16,146,348  
Incentive fee payable     2,318,265  
Management fee payable     1,780,534  
Administration fees payable     219,923  
Professional fees payable     217,793  
Tax expense payable     36,000  
Other expenses payable     17,640  
Total Liabilities     197,708,798  
COMMITMENTS AND CONTINGENCIES (Note 9)
        
NET ASSETS applicable to 18,798,815 shares of $0.001 par value common stock outstanding   $ 315,256,439  
NET ASSETS consist of:
        
Paid-in capital (Note 5)   $ 358,106,118  
Aggregate common stock distributions paid in excess of net investment income     (29,739,325 ) 
Accumulated net realized gain (loss) on investments     6,052,347  
Net unrealized appreciation (depreciation) on investments     (19,162,701 ) 
Total Net Assets   $ 315,256,439  
Net asset value per share of common stock   $ 16.77  

 
 
See accompanying notes to the consolidated financial statements

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Eagle Point Credit Company Inc. & Subsidiaries
 
Consolidated Schedule of Investments
As of December 31, 2017
(expressed in U.S. dollars)

         
         
Issuer(1)   Investment(2)(3)   Principal
Amount
  Cost   Fair Value(4)   % of Net
Assets
CLO Debt(5)
                                            
CIFC Funding 2014, Ltd.     CLO Secured Note – Class F
(6.60% due 4/18/25
)    $ 1,870,000     $ 1,656,935     $ 1,870,000       0.59 % 
Dryden 53 CLO, Ltd.     CLO Secured Note – Class F
(9.20% due 1/15/31
)      830,000       803,025       803,025       0.25 % 
KVK CLO 2014-1 Ltd.     CLO Secured Note – Class E
(6.17% due 5/15/26
)      850,000       770,686       799,170       0.25 % 
Marathon CLO VIII Ltd.     CLO Secured Note – Class D
(7.40% due 7/18/27
)      1,500,000       1,429,896       1,500,900       0.48 % 
THL Credit Wind River 2014-2 CLO Ltd.     CLO Secured Note – Class A-R
(2.37% due 1/15/31
)      1,350,000       1,350,000       1,350,000       0.43 % 
THL Credit Wind River 2014-2 CLO Ltd.     CLO Secured Note – Class D-R
(3.67% due 1/15/31
)      280,000       280,000       280,000       0.09 % 
THL Credit Wind River 2014-2 CLO Ltd.     CLO Secured Note – Class E-R
(4.62% due 1/15/31
)      355,000       355,000       355,000       0.11 % 
THL Credit Wind River 2014-2 CLO Ltd.     CLO Secured Note – Class F-R
(7.47% due 1/15/31
)      330,000       306,900       306,900       0.10 % 
                   6,952,442       7,264,995       2.30 % 
CLO Equity(6)
                                            
ALM VIII, Ltd.     CLO Preferred Shares
(estimated yield of 11.13% due 10/20/28)(7)
      8,725,000       5,893,020       5,563,935       1.76 % 
ALM XIX, Ltd.     CLO Preferred Shares
(estimated yield of 11.18% due 7/15/28)
      1,300,000       1,272,420       1,232,291       0.39 % 
Apidos CLO XIV     CLO Subordinated Note
(estimated yield of 0.00% due 4/15/25)(8)
      11,177,500       1,633,346       1,050,685       0.33 % 
Ares XLI CLO Ltd.     CLO Subordinated Note
(estimated yield of 11.82% due 1/15/29)(7)
      18,995,000       15,951,635       15,524,224       4.92 % 
Ares XLIII CLO Ltd.     CLO Subordinated Note
(estimated yield of 15.47% due 10/15/29)(7)
      20,100,000       17,286,976       17,152,829       5.44 % 
Ares XXXIX CLO Ltd.     CLO Subordinated Note
(estimated yield of 14.21% due 7/18/28)
      4,022,535       2,953,120       3,127,753       0.99 % 
Atlas Senior Loan Fund, Ltd.     CLO Subordinated Note
(estimated yield of 0.00% due 8/15/24)(8)(9)
      6,350,000             241,300       0.08 % 
Atrium IX     CLO Subordinated Note
(estimated yield of 20.70% due 2/28/47)
      9,210,000       5,465,533       7,044,055       2.23 % 
Atrium XI     CLO Subordinated Note
(estimated yield of 10.84% due 10/23/25)
      5,903,000       4,625,903       4,601,964       1.46 % 
Avery Point V CLO, Ltd.     CLO Income Note
(estimated yield of 0.00% due 7/17/26)(10)
      10,875,000       5,887,289       2,610,000       0.83 % 
Babson CLO Ltd. 2013-II     CLO Subordinated Note
(estimated yield of 15.74% due 1/18/25)(7)
      12,939,125       6,938,583       6,311,307       2.00 % 
Bain Capital Credit CLO 2016-2, Limited     CLO Subordinated Note
(estimated yield of 9.54% due 1/15/29)(7)
      16,700,000       13,951,519       12,977,188       4.12 % 
Barings CLO Ltd. 2016-III     CLO Subordinated Note
(estimated yield of 11.90% due 1/15/28)(7)
      38,150,000       31,124,919       29,882,824       9.48 % 
Battalion CLO IX Ltd.     CLO Subordinated Note
(estimated yield of 9.29% due 7/15/28)(7)
      18,250,000       14,571,346       11,224,125       3.56 % 
Birchwood Park CLO, Ltd.     CLO Income Note
(estimated yield of 18.49% due 7/15/26)
      1,575,000       800,040       632,326       0.20 % 
BlueMountain CLO 2013-2, Ltd.     CLO Subordinated Note
(estimated yield of 9.18% due 10/22/26)
      5,000,000       3,341,692       2,943,218       0.93 % 
Bowman Park CLO Ltd.     CLO Subordinated Note
(estimated yield of 15.75% due 11/23/25)
      8,180,000       5,290,083       4,336,345       1.38 % 
Bristol Park CLO, Ltd.     CLO Subordinated Note
(estimated yield of 11.58% due 4/15/29)(7)
      34,250,000       27,622,032       25,966,184       8.24 % 
Carlyle Global Market Strategies CLO 2014-5, Ltd.     CLO Subordinated Note
(estimated yield of 27.77% due 10/16/25)
      8,300,000       4,700,879       5,553,084       1.76 % 
Carlyle US CLO 2017-4, Ltd.     CLO Income Note
(estimated yield of 16.53% due 1/15/30)
      8,462,500       7,270,049       7,732,719       2.45 % 
CIFC Funding 2013-II, Ltd.(11)     CLO Income Note
(estimated yield of 21.30% due 10/18/30)(7)
      21,303,125       8,751,718       10,170,784       3.23 % 

 
 
See accompanying notes to the consolidated financial statements

SF-3


 
 

TABLE OF CONTENTS

Eagle Point Credit Company Inc. & Subsidiaries
 
Consolidated Schedule of Investments – (continued)
As of December 31, 2017
(expressed in U.S. dollars)

         
         
Issuer(1)   Investment(2)(3)   Principal
Amount
  Cost   Fair Value(4)   % of Net
Assets
CIFC Funding 2014, Ltd.     CLO Subordinated Note
(estimated yield of 23.66% due 4/18/25)(7)
    $ 13,387,500     $ 7,349,996     $ 6,440,761       2.04 % 
CIFC Funding 2014, Ltd.     CLO Income Note
(estimated yield of 23.66% due 4/18/25)
      500,000       291,093       239,140       0.08 % 
CIFC Funding 2014-III, Ltd.     CLO Income Note
(estimated yield of 16.83% due 7/22/26)
      14,000,000       8,594,964       8,140,499       2.58 % 
CIFC Funding 2014-IV, Ltd.     CLO Income Note
(estimated yield of 4.84% due 10/17/26)
      7,000,000       4,422,388       3,037,351       0.96 % 
CIFC Funding 2015-III, Ltd.     CLO Subordinated Note
(estimated yield of 11.44% due 10/19/27)(7)
      11,616,216       8,221,756       7,570,453       2.40 % 
Cutwater 2015-I, Ltd.     CLO Subordinated Note
(estimated yield of 26.88% due 7/15/27)(7)
      22,300,000       14,345,843       16,262,164       5.16 % 
Dewolf Park CLO, Ltd.     CLO Income Note
(estimated yield of 14.46% due 10/15/30)(7)
      7,700,000       6,841,758       6,734,190       2.14 % 
Dryden 53 CLO, Ltd.     CLO Income Note
(estimated yield of 16.76% due 1/15/31)
      10,960,000       9,550,873       9,550,873       3.03 % 
Dryden 56 Euro CLO 2017 B.V.(12)     CLO Subordinated Note
(estimated yield of 10.65% due 1/15/32)
      2,010,000       1,855,636       1,903,667       0.60 % 
Flagship CLO VIII, Ltd.     CLO Subordinated Note
(estimated yield of 8.95% due 1/16/26)(7)
      20,000,000       11,281,669       7,913,958       2.51 % 
Flagship CLO VIII, Ltd.     CLO Income Note
(estimated yield of 8.95% due 1/16/26)
      7,360,000       3,799,633       2,731,776       0.87 % 
Galaxy XVIII CLO, Ltd.     CLO Subordinated Note
(estimated yield of 1.69% due 10/15/26)
      5,000,000       2,734,279       1,940,255       0.62 % 
GoldenTree Loan Opportunities VIII, Limited     CLO Subordinated Note
(estimated yield of 0.00% due 4/19/26)(8)
      16,560,000       2,654,343       2,649,600       0.84 % 
Halcyon Loan Advisors Funding 2014-3, Ltd.     CLO Subordinated Note
(estimated yield of 13.02% due 10/22/25)
      5,750,000       3,433,692       2,220,108       0.70 % 
Harbourview CLO VII, Ltd.     CLO Subordinated Note
(estimated yield of 19.13% due 11/18/26)
      1,100,000       581,369       631,444       0.20 % 
KVK CLO 2013-2 Ltd.     CLO Subordinated Note
(estimated yield of 20.13% due 1/15/26)
      4,604,000       1,837,157       1,539,297       0.49 % 
KVK CLO 2014-1 Ltd.     CLO Subordinated Note
(estimated yield of 22.39% due 5/15/26)
      3,175,000       1,084,987       766,750       0.24 % 
Madison Park Funding VIII, Ltd.     CLO Subordinated Note
(estimated yield of 0.00% due 4/22/22)(8)
      9,050,000       276,399       226,250       0.07 % 
Madison Park Funding XXI, Ltd.     CLO Subordinated Note
(estimated yield of 13.66% due 7/25/29)
      3,000,000       2,472,127       2,881,403       0.91 % 
Marathon CLO VI Ltd.     CLO Subordinated Note
(estimated yield of 26.23% due 5/13/25)
      2,975,000       1,460,387       1,412,218       0.45 % 
Marathon CLO VII Ltd.     CLO Subordinated Note
(estimated yield of 19.86% due 10/28/25)
      10,526,000       6,673,630       6,572,471       2.08 % 
Marathon CLO VIII Ltd.     CLO Subordinated Note
(estimated yield of 19.46% due 7/18/27)
      14,500,000       10,689,724       11,494,573       3.65 % 
Marathon CLO X Ltd.     CLO Subordinated Note
(estimated yield of 13.48% due 11/15/29)
      2,550,000       2,422,500       2,405,742       0.76 % 
Octagon Investment Partners 26, Ltd.     CLO Subordinated Note
(estimated yield of 11.34% due 4/15/27)(7)
      13,750,000       10,337,894       11,982,864       3.80 % 
Octagon Investment Partners 27, Ltd.     CLO Subordinated Note
(estimated yield of 11.19% due 7/15/27)(7)
      11,804,048       9,362,677       10,142,468       3.22 % 
Octagon Investment Partners XIV, Ltd.     CLO Subordinated Note
(estimated yield of 10.30% due 7/15/29)(7)
      16,534,625       11,375,680       9,552,229       3.03 % 
Octagon Investment Partners XIV, Ltd.     CLO Income Note
(estimated yield of 10.30% due 7/15/29)
      4,037,500       2,112,782       2,094,136       0.66 % 
Octagon Investment Partners XIX, Ltd.     CLO Subordinated Note
(estimated yield of 0.00% due 4/15/26)(10)
      3,000,000       1,648,432       1,230,000       0.39 % 
Octagon Investment Partners XVII, Ltd.     CLO Subordinated Note
(estimated yield of 0.00% due 10/25/25)(10)
      12,000,000       6,630,456       3,720,000       1.18 % 
Octagon Investment Partners XX, Ltd.     CLO Subordinated Note
(estimated yield of 0.00% due 8/12/26)(10)
      2,500,000       1,704,832       1,125,000       0.36 % 
OFSI BSL VIII, Ltd.     CLO Income Note
(estimated yield of 18.47% due 8/16/37)(7)
      10,750,000       9,638,450       9,446,501       3.00%  

 
 
See accompanying notes to the consolidated financial statements

SF-4


 
 

TABLE OF CONTENTS

Eagle Point Credit Company Inc. & Subsidiaries
 
Consolidated Schedule of Investments – (continued)
As of December 31, 2017
(expressed in U.S. dollars)

         
         
Issuer(1)   Investment(2)(3)   Principal
Amount
  Cost   Fair Value(4)   % of Net
Assets
OHA Credit Partners IX, Ltd.     CLO Subordinated Note
(estimated yield of 1.75% due 10/20/25)
    $ 6,750,000     $ 4,786,114     $ 4,188,828       1.33 % 
Pinnacle Park CLO, Ltd.     CLO Subordinated Note
(estimated yield of 8.31% due 4/15/26)
      2,175,000       1,057,313       852,056       0.27 % 
Regatta III Funding Ltd.     CLO Subordinated Note
(estimated yield of 4.47% due 4/15/26)
      2,500,000       1,350,480       999,990       0.32 % 
Sheridan Square CLO, Ltd.     CLO Subordinated Note
(estimated yield of 0.00% due 4/15/25)(8)
      2,125,000       53,790       42,500       0.01 % 
Steele Creek CLO 2015-1, Ltd.     CLO Subordinated Note
(estimated yield of 17.96% due 5/21/29)
      8,100,000       6,008,266       5,966,166       1.89 % 
THL Credit Wind River 2013-2 CLO Ltd.(11)     CLO Income Note
(estimated yield of 18.03% due 10/18/30)(7)
      14,847,500       9,661,725       9,510,099       3.02 % 
THL Credit Wind River 2014-1 CLO Ltd.     CLO Subordinated Note
(estimated yield of 21.31% due 4/18/26)
      11,800,000       6,391,538       5,999,617       1.90 % 
THL Credit Wind River 2014-2 CLO Ltd.     CLO Income Note
(estimated yield of 10.27% due 1/15/31)
      2,550,000       1,344,799       1,234,418       0.39 % 
THL Credit Wind River 2014-3 CLO Ltd.     CLO Subordinated Note
(estimated yield of 19.45% due 1/22/27)
      13,000,000       9,194,900       9,882,620       3.13 % 
THL Credit Wind River 2016-1 CLO Ltd.     CLO Subordinated Note
(estimated yield of 14.12% due 7/15/28)(7)
      13,050,000       10,890,302       11,203,725       3.55 % 
THL Credit Wind River 2017-1 CLO Ltd.     CLO Subordinated Note
(estimated yield of 20.03% due 4/18/29)(7)
      14,950,000       12,513,388       12,810,263       4.06 % 
THL Credit Wind River 2017-3 CLO Ltd.     CLO Income Note
(estimated yield of 15.56% due 10/15/30)(7)
      18,150,000       15,949,677       16,114,737       5.11 % 
Venture XXX CLO, Limited     CLO Subordinated Note
(estimated yield of 16.87% due 1/15/31)
      4,175,000       3,633,870       3,793,114       1.20 % 
Vibrant CLO V, Ltd.     CLO Subordinated Note
(estimated yield of 16.90% due 1/20/29)
      4,200,000       3,547,951       3,458,992       1.10 % 
Voya CLO 2014-4, Ltd.     CLO Subordinated Note
(estimated yield of 13.28% due 10/14/26)
      10,000,000       7,202,235       6,206,571       1.97 % 
Zais CLO 3, Limited     CLO Subordinated Note
(estimated yield of 31.58% due 7/15/27)(7)
      11,750,000       6,849,045       7,807,086       2.48 % 
Zais CLO 5, Limited     CLO Subordinated Note
(estimated yield of 20.00% due 10/15/28)
      5,950,000       4,164,831       4,477,603       1.42 % 
Zais CLO 6, Limited     CLO Subordinated Note
(estimated yield of 18.04% due 7/15/29)
      8,420,000       6,212,446       6,983,562       2.22 % 
Zais CLO 7, Limited     CLO Income Note
(estimated yield of 19.02% due 4/15/30)
      6,000,000       4,916,352       5,300,791       1.68 % 
                   466,748,530       447,270,019       141.87 % 
Loan Accumulation Facilities(13)
                                            
Salmagundi I Income Note, Ltd.     Loan Accumulation Facility
(Preference shares)
      7,620,000       7,620,000       7,622,786       2.42 % 
Salmagundi II Income Note, Ltd.     Loan Accumulation Facility
(Preference shares)
      2,860,000       2,860,000       2,860,016       0.91 % 
Salmagundi III Income Note, Ltd.     Loan Accumulation Facility
(Preference shares)
      3,020,000       3,020,000       3,020,037       0.96 % 
Salmagundi IV Income Note, Ltd.     Loan Accumulation Facility
(Income notes)
      7,620,000       7,620,000       7,620,396       2.42 % 
Salmagundi V Income Note, Ltd.     Loan Accumulation Facility
(Income notes)
      4,250,000       4,250,000       4,250,022       1.35 % 
                   25,370,000       25,373,257       8.05 % 
Total investments at fair value as of December 31, 2017               $ 499,070,972     $ 479,908,271       152.23 % 
Net assets above (below) fair value of investments                       (164,651,832 )       
Net assets as of December 31, 2017                     $ 315,256,439        

(1) The Company is not affiliated with, nor does it “control” (as such term is defined in the Investment Company Act of 1940 (the “1940 Act”)), any of the issuers listed. In general, under the 1940 Act, we would be presumed to “control” an issuer if we owned 25% or more of its voting securities.

 
 
See accompanying notes to the consolidated financial statements

SF-5


 
 

TABLE OF CONTENTS

Eagle Point Credit Company Inc. & Subsidiaries
 
Consolidated Schedule of Investments – (continued)
As of December 31, 2017
(expressed in U.S. dollars)

(2) All investments are restricted and categorized as structured finance securities.
(3) The fair value of all investments was determined using significant, unobservable inputs.
(4) Fair value is determined in good faith in accordance with the Company’s valuation policy and is approved by the Company’s Board of Directors (the “Board”).
(5) CLO debt positions reflect the coupon rates as of December 31, 2017.
(6) CLO subordinated notes and income notes are considered CLO equity positions. CLO equity positions are entitled to recurring distributions which are generally equal to the remaining cash flow of payments made by underlying securities less contractual payments to debt holders and fund expenses. The effective yield is estimated based upon the current projection of the amount and timing of these recurring distributions in addition to the estimated amount of terminal principal payment. Effective yields for the Company’s CLO equity positions are monitored and evaluated at each reporting date. Additionally, it is the Company’s policy to update the effective yield for each CLO equity position held within the Company’s portfolio on the respective anniversary date of the CLO investment’s formation. The Company also updates a CLO equity investment’s effective yield in each instance where there is a respective partial sale, add-on purchase, refinancing or reset involving the CLO equity investment held. The estimated yield and investment cost may ultimately not be realized. As of December 31, 2017, the Company’s weighted average effective yield on its aggregate CLO equity positions, based on current amortized cost, was 14.42%.
(7) Fair value includes the Company’s interest in fee rebates on CLO subordinated and income notes.
(8) As of December 31, 2017, the investment has been called. Expected value of residual distributions, once received, is anticipated to be recognized as return of capital, pending any remaining amortized cost, and/or realized gain for any amounts received in excess of such amortized cost.
(9) As of December 31, 2017, investment cost has been fully amortized. Recurring distributions, once received, will be recognized as realized gain.
(10) As of December 31, 2017, the effective yield has been estimated to be 0%. The aggregate projected amount of future recurring distributions is less than the amortized investment cost. Future recurring distributions, once received, will be recognized solely as return of capital until the aggregate projected amount of future recurring distributions exceeds the amortized investment cost.
(11) For the quarter ending December 31, 2017, the Company converted its CLO equity investment from subordinated notes to income notes.
(12) Investment is denominated in EUR.
(13) Loan accumulation facilities are financing structures intended to aggregate loans that may be used to form the basis of a CLO vehicle.

 
 
See accompanying notes to the consolidated financial statements

SF-6


 
 

TABLE OF CONTENTS

Eagle Point Credit Company Inc. & Subsidiaries
 
Consolidated Statement of Operations
For the year ended December 31, 2017
(expressed in U.S. dollars)

 
INVESTMENT INCOME
        
Interest income   $ 60,923,553  
Other income     4,368,126  
Total Investment Income     65,291,679  
EXPENSES
        
Interest expense:
        
Interest expense on 7.75% Series A Term Preferred Stock due 2022     3,678,113  
Interest expense on 7.75% Series B Term Preferred Stock due 2026     3,737,051  
Interest expense on 7.00% Unsecured Notes due 2020     4,637,639  
Interest expense on 6.75% Unsecured Notes due 2027     876,328  
Total Interest Expense     12,929,131  
Incentive fee     8,291,708  
Management fee     6,939,523  
Administration fees     1,084,296  
Professional fees     956,395  
Directors’ fees     356,000  
Other expenses     807,431  
Total Expenses     31,364,484  
NET INVESTMENT INCOME, BEFORE TAX EXPENSE     33,927,195  
Less: tax expense, including excise taxes(1)     760,200  
NET INVESTMENT INCOME, AFTER TAX EXPENSE     33,166,995  
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY
        
Net realized gain (loss) on investments and foreign currency     3,340,602  
Net change in unrealized appreciation (depreciation) on investments and foreign currency     (5,376,641 ) 
NET GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY     (2,036,039 ) 
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS   $ 31,130,956  

(1) Tax expense was reduced by an expected federal excise tax refund of $348,012 associated with the tax year ending November 30, 2016.

 
 
See accompanying notes to the consolidated financial statements

SF-7


 
 

TABLE OF CONTENTS

Eagle Point Credit Company Inc. & Subsidiaries
 
Consolidated Statements of Changes in Net Assets
(expressed in U.S. dollars, except share amounts)

   
  For the
year ended
December 31,
2017
  For the
year ended
December 31,
2016
Net increase (decrease) in net assets resulting from operations:
                 
Net investment income   $ 33,166,995     $ 31,374,840  
Net realized gain (loss) on investments and foreign currency     3,340,602       1,915,455  
Net change in unrealized appreciation (depreciation) on investments and foreign currency     (5,376,641 )      57,289,768  
Total net increase (decrease) in net assets resulting from operations     31,130,956       90,580,063  
Common stock distributions paid to stockholders:
                 
Common stock distributions from net investment income     (33,166,995 )      (31,374,840 ) 
Common stock distributions from net realized gains on investments and foreign currency     (3,340,602 )      (1,915,455 ) 
Common stock distributions from return of capital     (10,899,293 )      (3,160,204 ) 
Total common stock distributions paid to stockholders     (47,406,890 )      (36,450,499 ) 
Capital share transactions:
                 
Issuance of shares of common stock upon the Company’s follow-on offerings, net of underwriting discounts, commissions and offering expenses     28,631,650       43,337,451  
Issuance of shares of common stock pursuant to the Company’s “at the market” program, net of commissions and offering expenses     11,246,572        
Issuance of shares of common stock pursuant to the Company’s dividend reinvestment plan     3,606,816       973,235  
Total capital share transactions     43,485,038       44,310,686  
Total increase (decrease) in net assets     27,209,104       98,440,250  
Net assets at beginning of period     288,047,335       189,607,085  
Net assets at end of period   $ 315,256,439     $ 288,047,335  
Capital share activity:
                 
Shares of common stock sold upon the Company’s follow-on offerings     1,552,500       2,597,553  
Shares of common stock sold pursuant to the Company’s “at the market” program     584,108        
Shares of common stock issued pursuant to the Company’s dividend reinvestment plan     187,328       57,216  
Total increase (decrease) in capital share activity     2,323,936       2,654,769  

 
 
See accompanying notes to the consolidated financial statements

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Eagle Point Credit Company Inc. & Subsidiaries
 
Consolidated Statement of Cash Flows
For the year ended December 31, 2017
(expressed in U.S. dollars)

 
CASH FLOWS FROM OPERATING ACTIVITIES
        
Net increase (decrease) in net assets resulting from operations   $ 31,130,956  
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
        
Purchases of investments     (257,854,718 ) 
Proceeds from sales or maturity of investments(1)     186,693,483  
Net realized (gain) loss on investments and foreign currency     (3,340,602 ) 
Net change in unrealized (appreciation) depreciation on investments and foregin currency     5,376,641  
Net amortization (accretion) included in interest expense on 7.75% Series A Term Preferred Stock due 2022     155,723  
Net amortization (accretion) included in interest expense on 7.75% Series B Term Preferred Stock due 2026     149,768  
Net amortization (accretion) included in interest expense on 7.00% Unsecured Notes due 2020     437,726  
Net amortization (accretion) included in interest expense on 6.75% Unsecured Notes due 2027     34,312  
Net amortization (accretion) of premiums or discounts on CLO debt securities     (44,784 ) 
Changes in assets and liabilities:
        
Interest receivable     (3,081,367 ) 
Receivable for securities sold     (3,505,362 ) 
Prepaid expenses     (377,638 ) 
Other receivable     (348,012 ) 
Payable for securities purchased     16,022,035  
Incentive fee payable     14,588  
Management fee payable     234,126  
Administration fees payable     53,616  
Professional fees payable     (43,301 ) 
Tax expense payable     (599,950 ) 
Directors’ fees payable     (43,750 ) 
Other expenses payable     (87,641 ) 
Net cash provided by (used in) operating activities     (29,024,151 ) 
CASH FLOWS FROM FINANCING ACTIVITIES
        
Common stock distributions paid to stockholders     (57,291,817 ) 
Issuance of shares of common stock upon the Company’s follow-on offerings, net of underwriting discounts, commissions and offering expenses     28,631,650  
Issuance of shares of common stock pursuant to the Company’s “at the market” program, net of commissions and offering expenses     11,246,572  
Issuance of shares of common stock pursuant to the Company’s dividend reinvestment plan     3,297,397  
Issuance of 7.75% Series B Term Preferred Stock due 2026     689,600  
Deferred debt issuance costs associated with 7.75% Series B Term Preferred Stock due 2026     (79,616 ) 
Issuance of 6.75% Unsecured Notes due 2027     31,625,000  
Deferred debt issuance costs associated with 6.75% Unsecured Notes due 2027     (1,297,202 ) 
Net cash provided by (used in) financing activities     16,821,584  
NET INCREASE (DECREASE) IN CASH     (12,202,567 ) 
CASH, BEGINNING OF PERIOD     26,254,377  
CASH, END OF PERIOD   $ 14,051,810  
Supplemental disclosure of non-cash financing activities:
        
Change in receivable for shares of common stock issued   $ 309,419  
Supplemental disclosures:
        
Cash paid for interest expense on 7.75% Series A Term Preferred Stock due 2022   $ 3,522,390  
Cash paid for interest expense on 7.75% Series B Term Preferred Stock due 2026   $ 3,587,283  
Cash paid for interest expense on 7.00% Unsecured Notes due 2020   $ 4,199,913  
Cash paid for interest expense on 6.75% Unsecured Notes due 2027   $ 842,016  
Cash paid for income, franchise and excise taxes   $ 1,708,162  

(1) Proceeds from sales or maturity of investments includes $57,690,738 of recurring cash flows which are considered return of capital on portfolio investments.

 
 
See accompanying notes to the consolidated financial statements

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Eagle Point Credit Company Inc. & Subsidiaries
 
Notes to Consolidated Financial Statements
December 31, 2017

1. ORGANIZATION

Eagle Point Credit Company Inc. (the “Company”) is an externally managed, non-diversified closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Company’s primary investment objective is to generate high current income, with a secondary objective to generate capital appreciation. The Company seeks to achieve its investment objectives by investing primarily in equity and junior debt tranches of collateralized loan obligations (“CLOs”) that are collateralized by a portfolio consisting primarily of below investment grade U.S. senior secured loans with a large number of distinct underlying borrowers across various industry sectors. The Company may also invest in other securities and instruments related to these investments or that Eagle Point Credit Management (the “Adviser”) believes are consistent with the Company’s investment objectives, including senior debt tranches of CLOs and loan accumulation facilities. From time to time, in connection with the acquisition of CLO equity, the Company may receive fee rebates from the CLO issuer. The CLO securities in which the Company primarily seeks to invest are unrated or rated below investment grade and are considered speculative with respect to timely payment of interest and repayment of principal. The Company’s common stock is listed on the New York Stock Exchange (the “NYSE”) under the symbol “ECC.”

As of December 31, 2017, the Company had three wholly-owned subsidiaries: Eagle Point Credit Company Sub LLC, a Delaware limited liability company, Eagle Point Credit Company Sub (Cayman) Ltd., a Cayman Islands exempted company, and Eagle Point Credit Company Sub II (Cayman) Ltd, a Cayman Islands exempted company.

The Company was initially formed on March 24, 2014 as Eagle Point Credit Company LLC, a Delaware limited liability company and a wholly-owned subsidiary of Eagle Point Credit Partners Sub Ltd., a Cayman Island exempted company (the “Sole Member”), which, in turn, is a subsidiary of Eagle Point Credit Partners LP, a private fund managed by the Adviser.

The Company commenced operations on June 6, 2014, the date the Sole Member contributed, at fair value, a portfolio of cash and securities to the Company.

For the period of June 6, 2014 to October 5, 2014, the Company was a wholly-owned subsidiary of the Sole Member. As of October 5, 2014, the Company had 2,500,000 units issued and outstanding, all of which were held by the Sole Member.

On October 6, 2014, the Company converted from a Delaware limited liability company into a Delaware corporation (the “Conversion”). At the time of the Conversion, the Sole Member became a stockholder of Eagle Point Credit Company Inc. In connection with the Conversion, the Sole Member converted 2,500,000 units of the Delaware limited liability company into shares of common stock in the Delaware corporation at $20 per share, resulting in 8,656,057 shares and an effective conversion rate of 3.4668 shares per unit. On October 7, 2014, the Company priced its initial public offering (the “IPO”) and, on October 8, 2014, the Company’s shares began trading on the NYSE.

See Note 5 “Common Stock” for further discussion relating to the Conversion and the IPO.

On July 20, 2016, the Company entered into a custody agreement with Wells Fargo Bank, National Association (“Wells Fargo”), pursuant to which the Company’s portfolio of securities are held by Wells Fargo. The principal business address of Wells Fargo is 9062 Old Annapolis Road, Columbia, Maryland 21045.

The Company intends to operate so as to qualify to be taxed as a regulated investment company (“RIC”) under subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), for federal income tax purposes.

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Eagle Point Credit Company Inc. & Subsidiaries
 
Notes to Consolidated Financial Statements
December 31, 2017

1. ORGANIZATION  – (continued)

The Adviser is the investment adviser of the Company and manages the investments of the Company subject to the supervision of the Company’s Board of Directors (the “Board”). The Adviser is registered as an investment adviser with the U.S. Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940, as amended. Eagle Point Administration LLC, a wholly-owned subsidiary of the Adviser, is the administrator of the Company (the “Administrator”).

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts have been eliminated upon consolidation. The Company is considered an investment company under accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 Financial Services — Investment Companies. Items included in the consolidated financial statements are measured and presented in United States dollars.

Use of Estimates

The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions which affect the reported amounts included in the consolidated financial statements and accompanying notes as of the reporting date. Actual results may differ from those estimated.

Valuation of Investments

The most significant estimate inherent in the preparation of the consolidated financial statements is the valuation of investments. In the absence of readily determinable fair values, fair value of the Company’s investments is determined in accordance with the Company’s valuation policy. Due to the uncertainty of valuation, this estimate may differ significantly from the value that would have been used had a ready market for the investments existed, and the differences could be material.

There is no single method for determining fair value in good faith. As a result, determining fair value requires judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments held by the Company.

The Company accounts for its investments in accordance with U.S. GAAP, and fair values its investment portfolio in accordance with the provisions of the FASB ASC Topic 820 Fair Value Measurements and Disclosures, which defines fair value, establishes a framework for measuring fair value and requires enhanced disclosures about fair value measurements. Investments are reflected in the consolidated financial statements at fair value. Fair value is the estimated amount that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date (i.e., the exit price). The Company’s fair valuation process is reviewed and approved by the Board.

The fair value hierarchy prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment, the characteristics specific to the investment and the state of the marketplace (including the existence and transparency of transactions between market participants). Investments with readily available actively quoted prices, or for which fair value can be measured from actively quoted prices in an orderly market, will generally have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

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Eagle Point Credit Company Inc. & Subsidiaries
 
Notes to Consolidated Financial Statements
December 31, 2017

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  – (continued)

Investments measured and reported at fair value are classified and disclosed in one of the following categories based on inputs:

Level I — Observable, quoted prices for identical investments in active markets as of the reporting date.
Level II — Quoted prices for similar investments in active markets or quoted prices for identical investments in markets that are not active as of the reporting date.
Level III — Pricing inputs are unobservable for the investment and little, if any, active market exists as of the reporting date. Fair value inputs require significant judgment or estimation from the Adviser.

In certain cases, inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given investment is based on the lowest level of input significant to that fair value measurement. The assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to the investment.

Investments for which observable, quoted prices in active markets do not exist are reported at fair value based on Level III inputs. The amount determined to be fair value may incorporate the Adviser’s own assumptions (including assumptions the Adviser believes market participants would use in valuing investments and assumptions relating to appropriate risk adjustments for nonperformance and lack of marketability), as provided for in the Company’s valuation policy and accepted by the Board.

An estimate of fair value is made for each investment at least monthly taking into account information available as of the reporting date. For financial reporting purposes, valuations are determined by the Board on a quarterly basis.

See Note 3 “Investments” for further discussion relating to the Company’s investments.

In valuing the Company’s investments in CLO debt, CLO equity and loan accumulation facilities, the Adviser considers a variety of relevant factors, including price indications from multiple dealers, or as applicable, a third-party pricing service, recent trading prices for specific investments, recent purchases and sales known to the Adviser in similar securities and output from a third-party financial model. The third-party financial model contains detailed information on the characteristics of CLOs, including recent information about assets and liabilities, and is used to project future cash flows. Key inputs to the model, including assumptions for future loan default rates, recovery rates, prepayment rates, reinvestment rates and discount rates are determined by considering both observable and third-party market data and prevailing general market assumptions and conventions as well as those of the Adviser.

The Company engages a third-party independent valuation firm as an input to the Company’s valuation of the fair value of its investments in CLO equity. The valuation firm’s advice is only one factor considered in the valuation of such investments, and the Board does not rely on such advice in determining the fair value of the Company’s investments in accordance with the 1940 Act.

Investment Income Recognition

Interest income from investments in CLO debt is recorded using the accrual basis of accounting to the extent such amounts are expected to be collected. Amortization of premium or accretion of discount is recognized using the effective interest method.

CLO equity investments and fee rebates recognize investment income for U.S. GAAP purposes on the accrual basis utilizing an effective interest methodology based upon an effective yield to maturity utilizing projected cash flows. ASC Topic 325-40, Beneficial Interests in Securitized Financial Assets, requires

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Eagle Point Credit Company Inc. & Subsidiaries
 
Notes to Consolidated Financial Statements
December 31, 2017

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  – (continued)

investment income from CLO equity investments and fee rebates to be recognized under the effective interest method, with any difference between the cash distribution and the amount calculated pursuant to the effective interest method being recorded as an adjustment to the cost basis of the investment.

Effective yields for the Company’s CLO equity positions are monitored and evaluated at each reporting date. Additionally, it is the Company’s policy to update the effective yield for each CLO equity position held within the Company’s portfolio on the respective anniversary date of the CLO investment’s formation. The Company also updates a CLO equity investment’s effective yield in each instance where there is a respective partial sale, add-on purchase, refinancing or reset involving the CLO equity investment held.

Interest income from loan accumulation facilities is characterized and recorded based on information provided by the trustees of each loan accumulation facility.

Other Income

Other income includes the Company’s share of income under the terms of fee rebate agreements.

Interest Expense

Interest expense includes the Company’s distributions associated with its 7.75% Series A Term Preferred Stock due 2022 (the “Series A Term Preferred Stock”) and its 7.75% Series B Term Preferred Stock due 2026 (the “Series B Term Preferred Stock,” and collectively with the Series A Term Preferred Stock, the “Preferred Stock”), and interest, paid and accrued, associated with its 7.00% Unsecured Notes due 2020 (the “Series 2020 Notes”) and its 6.75% Unsecured Notes due 2027 (the “Series 2027 Notes,” and collectively with the Series 2020 Notes, the “Unsecured Notes”).

For the year ended December 31, 2017, the Company incurred a total of $7,415,164 in interest expense on the Preferred Stock, of which, $0 was payable as of December 31, 2017. For the year ended December 31, 2017, the Company incurred a total of $5,513,967 in interest expense on the Unsecured Notes, of which $0 was payable as of December 31, 2017.

Interest expense also includes the Company’s amortization of deferred debt issuance costs associated with its Preferred Stock and its Unsecured Notes, as well as amortization of original issue discounts and accretion of premiums associated with its Series B Term Preferred Stock and its Series 2020 Notes.

See Note 6 “Mandatorily Redeemable Preferred Stock” and Note 7 “Unsecured Notes” for further discussion relating to the Preferred Stock issuances and the Unsecured Notes issuances, respectively.

Deferred Debt Issuance Costs

Deferred debt issuance costs consist of fees and expenses incurred in connection with the issuances of the Preferred Stock and Unsecured Notes, as well as unamortized original issue discounts and premiums associated with the Series B Term Preferred Stock and the Unsecured Notes. Deferred debt issuance costs were capitalized at the time of issuance and are being amortized using the effective interest method over the respective terms of the Preferred Stock and Unsecured Notes. Amortization of deferred debt issuance costs are reflected in the interest expense on mandatorily redeemable preferred stock and interest expense on unsecured notes balances in the Consolidated Statement of Operations. In the event of an early redemption of the Preferred Stock or the Unsecured Notes, the remaining balance of unamortized deferred debt issuance costs associated with such debt will be accelerated into interest expense.

Securities Transactions

The Company records the purchases and sales of securities on trade date. Realized gains and losses on investments sold are recorded on the basis of the specific identification method.

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Eagle Point Credit Company Inc. & Subsidiaries
 
Notes to Consolidated Financial Statements
December 31, 2017

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  – (continued)

Cash and Cash Equivalents

The Company has defined cash and cash equivalents as cash and short-term, highly liquid investments with original maturities of three months or less from the date of purchase. The Company maintains its cash in bank accounts, which, at times, may exceed federal insured limits. The Adviser monitors the performance of the financial institution where the accounts are held in order to manage any risk associated with such accounts. No cash equivalent balances were held as of December 31, 2017.

Foreign Currency

The Company does not isolate the portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net change in unrealized appreciation (depreciation) on investments and foreign currency. Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends and interest recorded on the Company’s books and the U.S. dollar equivalent of the amounts actually received or paid.

Expense Recognition

Expenses are recorded on the accrual basis of accounting.

Prepaid Expenses

Prepaid expenses consist primarily of insurance premiums, shelf registration expenses and at-the-market (“ATM”) program expenses. Insurance premiums are amortized over the term of the current policy. Shelf registration expenses and ATM program expenses represent fees and expenses incurred in connection with maintaining the Company’s shelf registration and ATM program that have not been allocated to date.

Other Receivable

Other receivable reflects an expected refund of $348,012 associated with previously recorded December 31, 2016 U.S. federal excise tax.

Federal and Other Taxes

The Company intends to continue to operate so as to qualify to be taxed as a RIC under subchapter M of the Code and, as such, to not be subject to federal income tax on the portion of its taxable income and gains distributed to stockholders. To qualify for RIC tax treatment, among other requirements, the Company is required to distribute at least 90% of its investment company taxable income, as defined by the Code. Accordingly, the Company intends to distribute its taxable income and net realized gains, if any, to shareholders in accordance with timing requirements imposed by the Code. Therefore, no federal income provision is required. The Company has adopted November 30th as its fiscal tax year end. The Company intends to file federal income and excise tax returns as well as any applicable state tax filings. The statute of limitations on the Company’s tax return filings generally remain open for three years. The Company has analyzed its tax positions for its fiscal year ended December 31, 2017, including open tax years, and does not believe there are any uncertain tax positions requiring recognition in the Company’s financial statements.

Because U.S. federal income tax regulations differ from U.S. GAAP, distributions in accordance with tax regulations may differ from net investment income and realized gains recognized for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the consolidated financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain or loss are recognized at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for federal income tax

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Eagle Point Credit Company Inc. & Subsidiaries
 
Notes to Consolidated Financial Statements
December 31, 2017

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  – (continued)

purposes. The tax basis components of distributable earnings differ from the amounts reflected in the Consolidated Statement of Assets and Liabilities due to temporary book/tax differences arising primarily from partnerships and passive foreign investment company investments.

For the year ended December 31, 2017, $251,988 was reclassed between Aggregate common stock distributions paid in excess of net investment income and Paid-in-capital. This reclass was primarily due to nondeductible U.S. federal excise taxes paid in relation to the 2016 excise tax year. These differences have no effect on net assets or net asset value per share.

For the year ended December 31, 2017, the Company incurred $180,827 in Delaware franchise tax expense.

For the tax year ended November 30, 2017, the estimated components of distributable earnings, on a tax basis, were as follows:

 
  For the tax
year ended
November 30,
2017
Undistributed ordinary income   $  
Capital loss carryforward     (12,993,713 ) 
Unrealized depreciation     (143,278,290 ) 

As of the tax period ended November 30, 2017, the Company has $0 of short-term capital losses and $12,993,713 of long-term capital losses which can be carried forward for an unlimited period.

The tax character of distributions declared and paid for the tax year ended November 30, 2017 were ordinary dividends of $59,679,146 and return of capital of $952,542 and for the tax year ended November 30, 2016 were ordinary dividends of $38,751,382 and for the tax year ended November 30, 2015 were ordinary dividends of $22,391,925 and return of capital of $11,958,421. Tax information for the tax year ended November 30, 2017 is estimated and is not considered final until the Company files its tax return.

As of December 31, 2017, the Company’s tax cost for federal income tax purposes was $623,186,561. Accordingly, accumulated net unrealized depreciation on investments held by the Company was $(143,278,290), consisting of $4,825,597 gross unrealized appreciation and $(148,103,887) gross unrealized depreciation.

Eagle Point Credit Company Sub LLC, a wholly-owned subsidiary of the Company, changed its current tax entity classification and elected to be treated as a disregarded entity from its sole owner effective September 1, 2017. For the year ending December 31, 2017, Eagle Point Credit Company Sub LLC incurred $747,673 in federal income tax expense and $179,712 in state income tax expense.

Depending on the level of taxable income earned in a tax year, the Company is permitted to carry forward taxable income (including net capital gains, if any) in excess of its current year distributions from the current tax year into the next tax year and pay a nondeductible 4% U.S. federal excise tax on such taxable income, as required.

To the extent that the Company has determined that its estimated current year annual taxable income will be in excess of estimated current year distributions from such income, the Company accrues and pays excise tax on its estimated excess taxable income that has not been distributed. The Company has not accrued U.S. federal excise tax for the year ended December 31, 2017 as common distributions are expected to cover taxable income for the period. As of December 31, 2017, the Company recorded an estimated U.S. federal

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Eagle Point Credit Company Inc. & Subsidiaries
 
Notes to Consolidated Financial Statements
December 31, 2017

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  – (continued)

excise tax refund of $348,012 associated with the tax year ending November 30, 2016. The expected U.S. federal excise tax refund is reported in the other receivable balance in the Consolidated Statement of Assets and Liabilities.

Distributions