AG Mortgage Investment Trust, Inc. (NYSE:MITT) (the “Company”)
today announced the pricing of its underwritten public offering of
4,000,000 shares of its 8.00% Series C Fixed-to-Floating Rate
Cumulative Redeemable Preferred Stock (the “Series C Preferred
Stock”), liquidation preference $25.00 per share, resulting in
gross proceeds of $100 million, before deducting underwriting
discounts and estimated offering expenses. The Company intends to
apply to list the Series C Preferred Stock on the New York Stock
Exchange under the symbol “MITT PrC”. The offering is expected to
close on September 17, 2019, subject to customary closing
conditions.
In connection with the offering, the Company has granted the
underwriters a thirty-day option to purchase up to an additional
600,000 shares of the Series C Preferred Stock to cover
over-allotments, if any.
Dividends on the Series C Preferred Stock will accumulate and be
payable from and including the date of original issue to, but not
including, September 17, 2024, at a fixed rate of 8.00% per annum
of the $25.00 liquidation preference. On and after September 17,
2024, dividends on the Series C Preferred Stock will accumulate and
be payable at a percentage of the $25.00 liquidation preference
equal to an annual floating rate of Three-Month LIBOR plus a spread
of 6.476% per annum.
The Company intends to use the net proceeds from this offering
to fund purchases of its target assets in accordance with its
investment objectives and strategies, as well as for other general
corporate purposes.
BofA Merrill Lynch, Morgan Stanley & Co. LLC, RBC Capital
Markets, LLC, UBS Securities LLC and Keefe, Bruyette & Woods,
Inc., A Stifel Company are acting as joint book-running managers
for the offering. Credit Suisse Securities (USA) LLC is acting as
co-manager for the offering.
The Company is conducting the offering pursuant to the Company’s
effective shelf registration statement filed with the Securities
and Exchange Commission (the “SEC”). The offering of the Series C
Preferred Stock is being made only by means of a prospectus and a
related prospectus supplement. Prospective investors should read
the prospectus supplement and the prospectus in that registration
statement and other documents the Company has filed or will file
with the SEC for more complete information about the Company and
the offering. You may obtain these documents for free by visiting
EDGAR on the SEC’s website at www.sec.gov. Alternatively, copies of
the prospectus and prospectus supplement related to this offering
may be obtained from BofA Securities, Inc., Attention: Prospectus
Department, 200 North College Street, NC1-004-03-43, Charlotte,
North Carolina 28255, email: dg.prospectus_requests@baml.com;
Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180
Varick Street, New York, NY 10014, email:
prospectus@morganstanley.com; RBC Capital Markets, LLC, Attention:
DCM Transaction Management, Brookfield Place, 200 Vesey Street, 8th
Floor, New York, New York 10281, email:
rbcnyfixedincomeprospectus@rbccm.com; UBS Securities LLC,
Attention: Prospectus Department, 1285 Avenue of the Americas, New
York, New York 10019; or Keefe, Bruyette & Woods, Inc., a
Stifel Company, Attention: Capital Markets, 787 Seventh Avenue, 4th
Floor, New York, New York 10019, email:
USCapitalMarkets@kbw.com.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy shares of the Series C Preferred
Stock or any other securities, nor shall there be any sale of these
securities or any other securities in any state or other
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or other jurisdiction.
ABOUT AG MORTGAGE INVESTMENT TRUST, INC.
AG Mortgage Investment Trust, Inc. is a hybrid mortgage REIT
that opportunistically invests in, acquires and manages a
diversified risk-adjusted portfolio of Agency RMBS, Credit
Investments, and Single-Family Rental Properties. Its Credit
Investments include Residential Investments, Commercial
Investments, and ABS Investments. AG Mortgage Investment Trust,
Inc. is externally managed and advised by AG REIT Management, LLC,
a subsidiary of Angelo, Gordon & Co., L.P., an SEC-registered
investment adviser that specializes in alternative investment
activities.
ABOUT ANGELO, GORDON & CO.
Angelo, Gordon & Co., L.P. is a privately held limited
partnership founded in November 1988. The firm manages
approximately $33 billion as of June 30, 2019 with a primary focus
on credit and real estate strategies. Angelo Gordon has over 500
employees, including more than 200 investment professionals, and is
headquartered in New York, with offices in the U.S., Europe and
Asia.
FORWARD LOOKING STATEMENTS
This press release includes “forward-looking statements” within
the meaning of the safe harbor provisions of the United States
Private Securities Litigation Reform Act of 1995 related to the
public offering of the Series C Preferred Stock, the use of
proceeds related to the offering, and the Company’s investment and
portfolio strategy, among others. Forward-looking statements are
based on estimates, projections, beliefs and assumptions of
management of the Company at the time of such statements and are
not guarantees of future performance. Forward-looking statements
involve risks and uncertainties in predicting future results and
conditions. Actual results could differ materially from those
projected in these forward-looking statements due to a variety of
factors, including, without limitation, changes in interest rates,
changes in the yield curve, changes in prepayment rates, changes in
default rates, the availability and terms of financing, changes in
the market value of our assets, general economic conditions,
conditions in the market for Agency RMBS, Non-Agency RMBS, ABS and
CMBS securities, Excess MSRs and loans, our ability to integrate
single-family rental assets into our investment portfolio, our
ability to predict and control costs, conditions in the real estate
market, and legislative and regulatory changes that could adversely
affect the business of the Company. Additional information
concerning these and other risk factors are contained in the
Company’s filings with the SEC, including its most recent Annual
Report on Form 10-K and subsequent filings. Copies are available
free of charge on the SEC’s website, http://www.sec.gov/. All
information in this press release is as of September 11, 2019. The
Company undertakes no duty to update any forward-looking statements
to reflect any change in its expectations or any change in events,
conditions or circumstances on which any such statement is
based.
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AG Mortgage Investment Trust, Inc. Investor Relations
(212) 692-2110 ir@agmit.com
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