Saxon Capital, Inc. Announces Date of Special Meeting of Shareholders
September 11 2006 - 4:45PM
Business Wire
Saxon Capital, Inc. ("Saxon" or the "Company") (NYSE: SAX), a
residential mortgage lending and servicing real estate investment
trust (REIT), today announced that the Company will hold a special
meeting of its shareholders on Tuesday, October 31, 2006 to
consider and vote upon a proposal to approve the merger, on the
terms and subject to the conditions set forth in the Agreement and
Plan of Merger, dated as of August 8, 2006, by and among the
Company, Morgan Stanley Mortgage Capital Inc., and Angle Merger Sub
Corporation, of Angle Merger Sub Corporation with and into Saxon,
and the other transactions contemplated by the merger agreement,
including an amendment to Saxon's corporate charter as part of the
merger. The meeting will be held at 9:00 a.m. Eastern Time at the
Hilton Garden Inn Richmond Innsbrook, located at 4050 Cox Road,
Glen Allen, Virginia 23060. Saxon also announced that it has
designated the close of market on September 18, 2006 as the record
date for shareholders entitled to notice of and to vote at the
special meeting. The Company expects to file with the Securities
and Exchange Commission and mail to shareholders its definitive
proxy statement for the merger shortly after the record date. About
Saxon Saxon is a residential mortgage lender and servicer that
manages a portfolio of mortgage assets. Saxon purchases,
securitizes, and services real property secured mortgages and
elects to be treated as a real estate investment trust (REIT) for
federal tax purposes. The Company is headquartered in Glen Allen,
Virginia and has additional primary facilities in Fort Worth, Texas
and Foothill Ranch, California. Saxon's mortgage loan production
subsidiary, Saxon Mortgage, Inc., originates and purchases mortgage
loans through indirect and direct lending channels using a network
of brokers, correspondents, and its retail lending centers. As of
June 30, 2006, Saxon's servicing subsidiary, Saxon Mortgage
Services, Inc., serviced a mortgage loan portfolio of approximately
$26.4 billion. For more information, visit www.saxonmortgage.com.
Information Regarding Forward Looking Statements This press release
contains forward-looking statements within the meaning of the "safe
harbor" provisions of the Private Securities Litigation Reform Act
of 1995. Statements about the expected effects, timing and
completion of the proposed transaction and all other statements in
this release, other than historical facts, constitute
forward-looking statements. You can identify forward-looking
statements because they contain words such as "believes,"
"expects," "may," "will," "would," "should," "seeks,"
"approximately," "intends," "plans," "estimates," or "anticipates"
or similar expressions which concern our strategy, plans or
intentions. All forward-looking statements are subject to risks and
uncertainties that may change at any time, and, therefore, actual
results may differ materially from what is expected. While we
believe that our assumptions and expectations are reasonable, we
caution that it is very difficult to predict the impact of known
factors, and, of course, it is impossible for us to anticipate all
factors that could affect actual results. In particular, we may not
be able to complete the proposed transaction on the terms
summarized above or other acceptable terms, or at all, due to a
number of factors, including the failure to obtain approval of our
shareholders, regulatory approvals or to satisfy other customary
closing conditions. The factors described in this paragraph and
other factors that may affect our business or future financial
results generally are discussed in our filings with the Securities
and Exchange Commission, including our Form 10-K for the year ended
December 31, 2005, a copy of which may be obtained from us without
charge. You should not place undue reliance on our forward-looking
statements, which speak only as of the date of this press release.
Unless legally required, we assume no obligation to update any
written or oral forward-looking statement made by us or on our
behalf as a result of new information, future events or otherwise.
Additional Information and Where to Find It The proposed
transaction with Morgan Stanley will be submitted to a vote of
Saxon's shareholders, and Saxon will file with the SEC a definitive
proxy statement to be used to solicit approval by its shareholders
of the proposed transaction, as well as other relevant documents
concerning the proposed transaction. Shareholders of Saxon are
urged to read the proxy statement regarding the proposed
transaction and any other relevant documents filed with the SEC
when they become available because these documents will contain
important information. A free copy of the proxy statement, as well
as other filings containing information about Saxon, may be
obtained at the SEC's Internet site at http://www.sec.gov. Copies
of the proxy statement and the SEC filings that will be
incorporated by reference in the proxy statement can also be
obtained, without charge, by directing a request to Bobbi J.
Roberts, Vice President, Investor Relations, 4860 Cox Road, Suite
300 Glen Allen, Virginia 23060, or by phone at (804) 967-7879.
Participants in the Solicitation Saxon Capital and its directors
and executive officers and other members of management and
employees may be deemed to be participants in the solicitation of
proxies from the shareholders of Saxon who are asked to vote in
connection with the proposed transaction with Morgan Stanley.
Information regarding Saxon's directors and executive officers is
available in Saxon's proxy statement for its 2006 annual meeting of
shareholders, which was filed with the SEC on April 20, 2006.
Additional information regarding the interests of such potential
participants will be included in the proxy statement and the other
relevant documents filed with the SEC related to the transaction
when they become available.
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