AG Mortgage Investment Trust, Inc. Announces Exchange Offer
For each share of Preferred Stock validly tendered prior to
Title of Series/CUSIP
|
Outstanding Shares
|
Exchange Consideration |
Series A Preferred / 001228204 / MITT PrA |
2,070,000 |
5 shares of newly issued Common Stock for each
|
Series B Preferred / 001228303 / MITT PrB |
4,600,000 |
5 shares of newly issued Common Stock for each
|
Series C Preferred / 001228402 / MITT PrC |
4,600,000 |
5 shares of newly issued Common Stock for each
|
The Company is relying on Section 3(a)(9) of the Securities Act of 1933, as amended (the “Securities Act”), to exempt the Exchange Offer from the registration requirements of the Securities Act.
Available Documents and Other Details
The Company is making the Exchange Offer pursuant to the terms of and subject to the conditions set forth in the tender offer statement on Schedule TO, and related offer to exchange (the “Offer to Exchange”). Copies of the Offer to Exchange may be obtained from the Information Agent at the contact details provided below or at www.dfking.com/MITT.
Documents relating to the Exchange Offer will be distributed to holders of Preferred Stock. The complete terms and conditions of the Exchange Offer are set forth in the Offer to Exchange. This press release is for informational purposes only and is neither an offer to sell nor a solicitation of an offer to purchase any shares of Common Stock or Preferred Stock. The Exchange Offer is only being made pursuant to, and this press release is qualified by reference to, the Offer to Exchange. The Exchange Offer is not being made to holders of Preferred Stock in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.
The Exchange Agent for the Exchange Offer is
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. 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 on the loans we own that underlie our investment securities, increases in default rates or delinquencies and/or decreased recovery rates on our assets, our ability to make distributions to our stockholders in the future, our ability to maintain our qualification as a REIT for federal tax purposes, our ability to qualify for an exemption from registration under the Investment Company Act of 1940, as amended, prior to the expiration of our one year grace period, the availability and terms of financing, changes in the fair value of our assets, including negative changes resulting in margin calls relating to the financing of our assets, changes in general economic conditions, in our industry and in the finance and real estate markets, including the impact on the value of our assets, conditions in the market for Agency RMBS, Non-Agency RMBS and CMBS securities, Excess MSRs and loans, conditions in the real estate market, legislative and regulatory actions by the
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Investor Relations
(212) 692-2110
ir@agmit.com
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