NEW YORK, Aug. 4, 2017 /PRNewswire/ -- Sutherland
Asset Management Corporation (NYSE: SLD) ("Sutherland" or the
"Company") today announced that it priced an underwritten public
offering of $100 million aggregate
principal amount of its 7% Convertible Senior Notes due 2023 (the
"Notes"). The Company has granted to the underwriters a 30‑day
option to purchase up to an additional $15
million aggregate principal amount of the Notes at the
public offering price, less the underwriting discount. The Company
intends to use the net proceeds from this offering to acquire
additional mortgage loans and mortgage-related assets consistent
with its investment strategy and for general corporate purposes.
Keefe, Bruyette & Woods, Inc. and JMP Securities LLC served as
joint book-running managers and Compass Point Research &
Trading, LLC as a co-manager for the public offering.
The offering is expected to close on August 9, 2017 and is subject to customary
closing conditions.
The expected net proceeds are $96.4
million after underwriting discounts and commissions and
estimated offering expenses payable by the Company (assuming no
exercise by the underwriters of the option to purchase additional
Notes). Interest on the Notes will be paid at a rate of 7% per
annum, payable quarterly in arrears on February 15, May
15, August 15 and November 15 of each year, beginning on
November 15, 2017. The Notes will
mature on August 15, 2023, unless
earlier repurchased, redeemed or converted. During certain periods
and subject to certain conditions, the Notes will be convertible by
holders into shares of the Company's common stock at an initial
conversion rate of 1.4997 shares of common stock per $25 principal amount of Notes, which is
equivalent to an initial conversion price of approximately
$16.67 per share of common stock.
Upon conversion, holders will receive, at the Company's discretion,
cash, shares of the Company's common stock or a combination
thereof.
The Company may, upon the satisfaction of certain conditions,
redeem all or any portion of the Notes, at its option, on or after
August 15, 2021, at a redemption
price payable in cash equal to 100% of the principal amount of the
Notes to be redeemed, plus accrued and unpaid interest.
Additionally, upon the occurrence of certain corporate
transactions, holders may require the Company to purchase the Notes
for cash at a purchase price equal to 100% of the principal amount
of the Notes to be purchased, plus accrued and unpaid interest.
A registration statement relating to the Notes has been declared
effective by the Securities and Exchange Commission (the "SEC").
The offering was made only by means of a preliminary prospectus
supplement and accompanying prospectus, which have been filed with
the SEC. A copy of the prospectus supplement and accompanying
prospectus may be obtained free of charge at the SEC's website at
www.sec.gov or from the underwriters by contacting: Keefe, Bruyette
& Woods, Inc., 787 Seventh Avenue, Fourth Floor, New York, NY 10019 (telephone: 800‑966-1559)
or email: USCapitalMarkets@kbw.com or JMP Securities LLC, 600
Montgomery Street, Suite 1100, San
Francisco, CA 94111, Attention: Syndicate Department, or by
calling (415) 835-3959.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any of the Company's securities,
nor shall there be any sale of the Company's securities in any
state in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of
any such state.
About Sutherland Asset Management Corporation
Sutherland Asset Management Corporation (NYSE: SLD) is a REIT
that originates, acquires, finances, services and manages small
balance commercial ("SBC") loans, U.S. Small Business
Administration loans under its Section 7(a) program, and
residential mortgage loans. The Company originates SBC loans
through its ReadyCap subsidiaries and originates residential
mortgage loans through its GMFS subsidiary. The Company is
externally managed and advised by Waterfall Asset Management,
LLC.
Forward-Looking Statements
This press release contains certain forward-looking
statements. Words such as "believes," "intends," "expects,"
"projects," "anticipates," and "future" or similar expressions are
intended to identify forward-looking statements. These
forward-looking statements are subject to the inherent
uncertainties in predicting future results and conditions, many of
which are beyond the control of the Company, including, without
limitation, the risk factors and other matters set forth in the
prospectus supplement and the accompanying prospectus and the
Company's Annual Report on Form 10‑K for the year ended
December 31, 2016 filed with the SEC and in its other filings
with the SEC. The Company undertakes no obligation to publicly
update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise, except as
may be required by law.
Contacts:
Sutherland Asset Management Corporation
Thomas E. Capasse
Chief Executive Officer
or
Frederick C. Herbst
Chief Financial Officer
RHerbst@waterfallam.com
212-257-4666
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SOURCE Sutherland Asset Management Corporation