GLEN ALLEN, Va.--(BUSINESS WIRE)--Dynex Capital, Inc. (NYSE: DX) (the “Company”) announced today that it has priced a public offering of two million shares of an original issuance of its 7.625% Series B Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, for gross proceeds of $50 million. The Company has granted the underwriters a 30-day option to purchase up to an additional 300,000 shares of the Series B Preferred Stock to cover any overallotments. The offering is subject to customary closing conditions and is expected to close on or about April 19, 2013. The Company intends to apply to list the Series B Preferred Stock on the New York Stock Exchange.
The Company intends to use the net proceeds from this offering to acquire additional investments, consistent with its investment strategy, and for general corporate purposes, which may include, among other things, repayment of maturing obligations, capital expenditures and working capital.
J.P. Morgan Securities LLC and Keefe, Bruyette & Woods, Inc. are acting as the joint book running managers for the offering. Credit Suisse Securities (USA) LLC, Ladenburg Thalmann & Co. Inc., MLV & Co LLC, and Sterne, Agee & Leach, Inc. are acting as co-managers for the offering.
The offering is being made pursuant to the Company’s existing shelf registration statement that has been declared effective by the SEC. The offering of these securities may be made only by means of a prospectus and a related prospectus supplement that should be read prior to investing, a copy of which may be obtained by visiting EDGAR on the SEC website at http://www.sec.gov when available or contacting:
| J.P. Morgan Securities LLC | Keefe, Bruyette & Woods, Inc. | |||
| 383 Madison Avenue | 787 Seventh Avenue, 4th Floor | |||
| New York, New York 10179 | New York, New York 10019 | |||
| Attn: Investment Grade Syndicate Desk – 3rd floor | Attn: Capital Markets | |||
| Telephone: 1-212-834-4533 | Telephone: 1-800-966-1559 | |||
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Dynex Capital, Inc. is an internally managed real estate investment trust, or REIT, which invests in mortgage assets on a leveraged basis. The Company invests in Agency and non-Agency RMBS and CMBS. The Company also has investments in securitized single-family residential and commercial mortgage loans originated by the Company from 1992 to 1998.
Note: This release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The words “believe,” “expect,” “forecast,” “anticipate,” “estimate,” “project,” “plan,” and similar expressions identify forward-looking statements that are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. Forward-looking statements in this release include, without limitation, statements regarding the intention to list the preferred stock on the New York Stock Exchange, the Company’s intended use of proceeds from the offering and the Company’s future investment strategies. The Company’s actual results and timing of certain events could differ materially from those projected in or contemplated by the forward-looking statements as a result of unforeseen external factors. These factors may include, but are not limited to, the rejection of the listing application for the preferred stock on the New York Stock Exchange, changes in general economic and market conditions, including the ongoing volatility in the credit markets which impacts asset prices and the cost and availability of financing, defaults by borrowers, availability of suitable reinvestment opportunities, variability in investment portfolio cash flows, fluctuations in interest rates, fluctuations in property capitalization rates and values of commercial real estate, defaults by third-party servicers, prepayments of investment portfolio assets, other general competitive factors, uncertainty around government policy, the impact of regulatory changes, including the Emergency Economic Stabilization Act of 2008 and the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, the full impacts of which are unknown at this time, the impact of Section 404 of the Sarbanes-Oxley Act of 2002, and another ownership change under Section 382 that further impacts the use of the Company’s tax net operating loss carryforward. For additional information on risk factors that could affect the Company’s forward-looking statements, see the Company’s Annual Report on Form 10-K for the year ended December 31, 2012, and other reports filed with and furnished to the Securities and Exchange Commission.
