EOS Preferred Corp Series D Pfd (fka EOSPN)

[Enterprising Investor]

Form 8-K (12/22/11)

On December 20, 2011, the Office of the Comptroller of the Currency (the “OCC”) provided authorization to Aurora Bank (the “Bank”) permitting its operating subsidiary, EOS Preferred Corporation (“EOS”), to declare and pay a quarterly dividend to its shareholders, provided such dividends be declared no later than December 30, 2011 and be paid no later than January 31, 2012.

Accordingly, the Board of Directors of EOS (the “Board of Directors”) declared on December 21, 2011, a dividend payable on January 12, 2012, for the quarter ended December 31, 2011, to holders of record on January 5, 2012 of each of EOS’s: (1) 8.50% Non-Cumulative Exchangeable Preferred Stock, Series D (the “Series D preferred stock”), in the amount of $0.53125 per share; and (2) 8.00% Cumulative Preferred Stock, Series B, in the amount of $20.00 per share per cumulative quarter for the third and fourth calendar quarters of 2011.

Any future dividends will be payable only when, as and if declared by the Board of Directors. The terms of the Series D preferred stock provide that dividends on the Series D preferred stock are not cumulative and if no dividend is declared for a quarterly period, the holders of the Series D preferred stock will have no right to receive a dividend for that period, and EOS will have no obligation to pay a dividend for that period, whether or not dividends are declared and paid for any future period.

In order to continue to qualify as a real estate investment trust (a “REIT”) under the Internal Revenue Code of 1986, as amended, EOS generally is required each year to distribute to its stockholders at least 90% of its net taxable income, excluding net capital gains. As a REIT, EOS generally is not required to pay federal income tax if it continues to meet this and a number of other requirements.

http://sec.gov/Archives/edgar/data/1072806/000095012311103806/b89627e8vk.htm