AG Mortgage Investment Trust, Inc. (NYSE: MITT) (the “Company”)
announced today that it has priced an underwritten public offering
of $30 million aggregate principal amount of its 9.500% senior
notes due 2029 (the “Notes”). The Company has granted the
underwriters a 30-day option to purchase up to an additional $4.5
million aggregate principal amount of the Notes to cover
over-allotments. The offering is expected to close on January 26,
2024, subject to the satisfaction of customary closing
conditions.
The Company intends to apply to list the Notes on the New York
Stock Exchange under the symbol “MITN” and, if the application is
approved, expects trading in the Notes on the New York Stock
Exchange to begin within 30 days after the Notes are first issued.
The Notes have received an investment grade rating of BBB- from
Egan-Jones Ratings Company, an independent, unaffiliated rating
agency.
The Company plans to use the net proceeds from the offering for
general corporate purposes, which may include acquisition of
Residential Investments and Agency RMBS, subject to the Company’s
investment guidelines, and to the extent consistent with
maintaining its REIT qualification and exemption from registration
under the Investment Company Act of 1940, as amended, and for
working capital, which may include, among other things, the
repayment of existing indebtedness, including the repurchase or
repayment of a portion of the 6.75% Convertible Senior Notes due
2024 (the “Convertible Notes”), which were assumed by a subsidiary
of the Company in connection with the Company’s recently completed
acquisition of Western Asset Mortgage Capital Corporation. The
Convertible Notes can be redeemed at the Company's option on or
after June 15, 2024 and mature on September 15, 2024.
The Notes will be senior unsecured obligations of the Company,
and pay interest quarterly in cash on February 15, May 15, August
15 and November 15 of each year, commencing May 15, 2024. The Notes
will mature on February 15, 2029, and may be redeemed, in whole or
in part, at any time, or from time to time, at the Company’s option
on or after February 15, 2026.
Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, UBS
Securities LLC, Keefe, Bruyette & Woods, Inc. and Piper Sandler
& Co. are serving as joint book-running managers for the
offering.
The offering will be made pursuant to the Company’s currently
effective shelf registration statement filed with the Securities
and Exchange Commission (the “SEC”).
The offering of these Notes will be made only by means of a
prospectus and a related prospectus supplement, a copy of which may
be obtained by contacting
Morgan Stanley & Co. LLC 180 Varick St., 2nd Floor, New
York, NY 10014 Attn: Prospectus Department Toll-Free:
1-800-584-6837
RBC Capital Markets, LLC Brookfield Place, 200 Vesey Street, 8th
Floor, New York, NY 10281-8098 Attn: Transaction Management
Telephone: 1-866-375-6829 Email:
rbcnyfixedincomeprospectus@rbccm.com
UBS Securities LLC 1285 Avenue of the Americas, New York, NY
10019 Attn: Prospectus Department Toll-Free: 1-888-827-7275
Keefe, Bruyette & Woods, Inc. 787 Seventh Avenue, 4th Floor,
New York, NY 10019 Attn: Capital Markets Toll-Free:
1-800-966-1559
Piper Sandler & Co. 1251 Avenue of the Americas, 6th Floor,
New York, NY 10020 Attn: Debt Capital Markets Email:
fsg-dcm@psc.com
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the Notes or any other securities,
nor shall there be any sale of such Notes 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 residential mortgage
REIT with a focus on investing in a diversified risk-adjusted
portfolio of residential mortgage-related assets in the U.S.
mortgage market. AG Mortgage Investment Trust, Inc. is externally
managed and advised by AG REIT Management, LLC, a subsidiary of
Angelo, Gordon & Co., L.P., a diversified credit and real
estate investing platform within TPG.
Additional information can be found on the Company’s website at
www.agmit.com.
About TPG Angelo Gordon
Founded in 1988, Angelo, Gordon & Co., L.P. (“TPG Angelo
Gordon”) is a diversified credit and real estate investing platform
within TPG. The platform currently manages approximately $76
billion across a broad range of credit and real estate strategies.
For more information, visit www.angelogordon.com.
*TPG Angelo Gordon’s currently stated assets under management
(“AUM”) of approximately $76 billion as of September 30, 2023
reflects fund-level asset-related leverage. Prior to May 15, 2023,
TPG Angelo Gordon calculated its AUM as net assets under management
excluding leverage, which resulted in TPG Angelo Gordon AUM of
approximately $53 billion as of December 31, 2022. The difference
reflects a change in TPG Angelo Gordon’s AUM calculation
methodology and not any material change to TPG Angelo Gordon’s
investment advisory business. For a description of the factors TPG
Angelo Gordon considers when calculating AUM, please see the
disclosure at www.angelogordon.com/disclaimers/.
Forward-Looking Statements
This press release contains certain “forward-looking statements”
within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. The Company intended such statements to be covered by the
safe harbor provisions for forward-looking statements contained in
the Private Securities Litigation Reform Act of 1995 and includes
this statement for purposes of complying with the safe harbor
provisions. Words such as “expects,” “anticipates,” “intends,”
“plans,” “believes,” “seeks,” “estimates,” “will,” “should,” “may,”
“projects,” “could,” “estimates” or variations of such words and
other similar expressions are intended to identify such
forward-looking statements, which generally are not historical in
nature, but not all forward-looking statements include such
identifying words. Forward-looking statements regarding the Company
include, but are not limited to, statements regarding the offering
and the intended use of proceeds. These forward-looking statements
are subject to various risks and uncertainties. Accordingly, there
are or will be important factors that could cause actual outcomes
or results to differ materially from those indicated in these
statements. The Company believes these factors include, without
limitation, the risk factors contained in the Company’s filings
with the SEC, including those described in the Company’s Annual
Report on Form 10-K for the fiscal year ended December 31, 2022,
the Company’s Quarterly Report on Form 10-Q for the quarter ended
September 30, 2023, the joint proxy statement/prospectus declared
effective by the SEC on September 29, 2023, and in other reports
and documents filed by the Company with the SEC from time to time.
Copies are available free of charge on the SEC’s website,
http://www.sec.gov/. Moreover, other risks and uncertainties of
which the Company is not currently aware may also affect the
Company’s forward-looking statements and may cause actual results
and the timing of events to differ materially from those
anticipated. The forward-looking statements made in this press
release are made only as of the date of this press release or as of
the dates indicated in the forward-looking statements, even if they
are subsequently made available by the Company on its websites or
otherwise. The Company undertakes no obligation to update or
supplement any forward-looking statements to reflect any change in
our expectations or any change in events, conditions or
circumstances that exist after the date as of which the
forward-looking statements were made, except as required by
law.
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Investors AG Mortgage Investment Trust, Inc. Investor Relations
(212) 692-2110 ir@agmit.com
Media AG Mortgage Investment Trust, Inc.
media@angelogordon.com
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