Orchid Island Capital Completes One-for-five Reverse Stock Split
August 30 2022 - 4:05PM
Business Wire
Orchid Island Capital, Inc. (NYSE:ORC) ("Orchid” or the
"Company"), a real estate investment trust ("REIT"), today
announced that it has completed the previously announced reverse
stock split of the outstanding shares of the Company’s common
stock, par value $0.01 per share (the “Common Stock”), at a ratio
of one-for-five (the “Reverse Stock Split”), effective at 5:00 p.m.
Eastern Time today (the “Effective Time”). The Common Stock will
begin trading on a reverse split-adjusted basis on the NYSE at the
opening of trading on August 31, 2022. The Common Stock will
continue trading on the NYSE under the symbol “ORC” with a new
CUSIP number (68571X301).
The Reverse Stock Split also effected a proportionate reduction
in the Company’s authorized shares of its preferred stock, par
value $0.01 per share (the “Preferred Stock”), from 100,000,000
shares to 20,000,000 shares and a proportionate reduction in the
Company’s authorized shares of Common Stock from 500,000,000 shares
to 100,000,000 shares and reduced the number of shares of Common
Stock outstanding from approximately 176,251,193 shares to
approximately 35,250,238 shares. The Company has no shares of
Preferred Stock outstanding. At the Effective Time, the aggregate
number of shares authorized for repurchase under the Company’s
stock repurchase program, the aggregate number of shares issuable
under the Company’s equity incentive plans, and the number of
shares issuable pursuant to equity and equity-based awards granted
under the Company’s equity incentive plans were ratably adjusted to
reflect the Reverse Stock Split.
No fractional shares were issued in connection with the Reverse
Stock Split. Stockholders that would hold a fractional share as a
result of the Reverse Stock Split will receive a cash payment in
lieu of such fractional shares. The Reverse Stock Split affected
all record holders of the Common Stock uniformly and did not affect
any record holder’s percentage ownership interest in the Company,
except for de minimis changes as a result of the elimination of
fractional shares. Holders of Common Stock who hold in “street
name” in their brokerage accounts do not have to take any action as
a result of the Reverse Stock Split. Their accounts will be
automatically adjusted to reflect the number of shares owned.
Stockholders of record will be receiving information from
Continental Stock Transfer & Trust Company, the Company’s
transfer agent, regarding their stock ownership following the
Reverse Stock Split and cash in lieu of fractional share payments,
if applicable, shortly following the Effective Date.
About Orchid Island Capital, Inc.
Orchid Island Capital, Inc. is a specialty finance company that
invests on a leveraged basis in Agency RMBS. Our investment
strategy focuses on, and our portfolio consists of, two categories
of Agency RMBS: (i) traditional pass-through Agency RMBS, such as
mortgage pass-through certificates, and CMOs issued by the GSEs,
and (ii) structured Agency RMBS, such as IOs, IIOs and principal
only securities, among other types of structured Agency RMBS.
Orchid is managed by Bimini Advisors, LLC, a registered investment
adviser with the Securities and Exchange Commission.
Forward Looking Statements
Statements herein relating to matters that are not historical
facts, including, but not limited to, statements regarding the
Reverse Stock Split, are forward-looking statements as defined in
the Private Securities Litigation Reform Act of 1995. The reader is
cautioned that such forward-looking statements are based on
information available at the time and on management's good faith
belief with respect to future events, and are subject to risks and
uncertainties that could cause actual performance or results to
differ materially from those expressed in such forward-looking
statements. Important factors that could cause such differences are
described in Orchid Island Capital, Inc.'s filings with the
Securities and Exchange Commission, including its Annual Report on
Form 10-K for the fiscal year ended December 31, 2021. Orchid
Island Capital, Inc. assumes no obligation to update
forward-looking statements to reflect subsequent results, changes
in assumptions or changes in other factors affecting
forward-looking statements.
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Orchid Island Capital, Inc. Robert E. Cauley, 772-231-1400
Chairman and Chief Executive Officer
Orchid Island Capital (NYSE:ORC)
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