Newcastle Announces Upsizing and Pricing of Public Offering of Common Stock

  Newcastle Announces Upsizing and Pricing of Public Offering of Common Stock

Business Wire

NEW YORK -- January 7, 2013

Newcastle Investment Corp. (NYSE: NCT) (“Newcastle” or the “Company”)
announced today that it priced its public offering of common stock at a public
offering price of $9.35 per share. The size of the offering has been upsized
from 40,000,000 shares to 50,000,000 shares, for gross proceeds of $467.5
million. In connection with the offering, the Company has granted the
underwriters an option for 30 days to purchase up to an additional 7,500,000
shares of common stock. The offering is expected to close on January 11, 2013,
subject to customary closing conditions.

The Company intends to use the net proceeds from the offering for general
corporate purposes, including to make a variety of investments. The Company
may apply some or all of such proceeds to fund a co-investment in excess
mortgage servicing rights on a portfolio with an unpaid principal balance of
approximately $215 billion.

Credit Suisse Securities (USA) LLC, Barclays Capital Inc., Citigroup and UBS
Securities LLC are the joint book-running managers for the offering. Keefe,
Bruyette & Woods, Inc. and Macquarie Capital (USA) Inc. are serving as
co-managers for the offering. The offering will be made pursuant to the
Company’s existing effective shelf registration statement, previously filed
with the Securities and Exchange Commission. The offering will be made only by
means of a prospectus and a related prospectus supplement. Copies of the
prospectus and prospectus supplement may be obtained from: Credit Suisse
Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue,
New York, New York 10010, Telephone: (800) 221-1037, Email:; Barclays Capital Inc., c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY, 11717, Telephone:
(888) 603-5847, Email:; Citigroup, c/o
Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717,
Telephone: (800) 831-9146; or UBS Securities LLC, 299 Park Avenue, New York,
New York 10171, Attention: Prospectus Department, Telephone: (888) 827-7275.

This press release does not constitute an offer to sell or the solicitation of
an offer to buy shares of common stock, 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.


Newcastle focuses on opportunistically investing in, and actively managing,
real estate related assets. The Company primarily invests in two distinct
areas: (1) Residential Servicing and Securities and (2) Commercial Real Estate
Debt and Other Assets. The Company is organized and conducts its operations to
qualify as a real estate investment trust (REIT) for federal income tax
purposes. The Company is managed by an affiliate of Fortress Investment Group
LLC, a global investment management firm.


Certain statements in this press release may constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act
of 1995, including, but not limited to, statements relating to the proposed
offering and intended use of proceeds. These statements are based on
management’s current expectations and beliefs and are subject to a number of
trends and uncertainties that could cause actual results to differ materially
from those described in the forward-looking statements, many of which are
beyond our control. The Company can give no assurance that its expectations
will be attained. Factors that could cause actual results to differ materially
from the Company’s expectations include, but are not limited to, the risk that
market conditions cause downgrades of a significant number of our securities
or the recording of additional impairment charges or reductions in
shareholders’ equity; the risk that we can find additional suitably priced
investments; the risk that investments made or committed to be made cannot be
financed on the basis and for the term at which we expect; the relationship
between yields on assets which are paid off and yields on assets in which such
monies can be reinvested; actual recapture rates with respect to any excess
mortgage servicing rights investment; and the relative spreads between the
yield on the assets we invest in and the cost and availability of debt and
equity financing. Accordingly, you should not place undue reliance on any
forward-looking statements contained in this press release. For a discussion
of some of the risks and important factors that could affect such
forward-looking statements, see the sections entitled “Risk Factors” and
“Management’s Discussion and Analysis of Financial Condition and Results of
Operation” in the Company’s Annual Report on Form 10-K or Quarterly Report on
Form 10-Q, as filed with the Securities and Exchange Commission. In addition,
new risks and uncertainties emerge from time to time, and it is not possible
for the Company to predict or assess the impact of every factor that may cause
its actual results to differ from those contained in any forward-looking
statements. Such forward-looking statements speak only as of the date of this
press release. The Company expressly disclaims any obligation to release
publicly any updates or revisions to any forward-looking statements contained
herein to reflect any change in the Company’s expectations with regard thereto
or change in events, conditions or circumstances on which any statement is


Newcastle Investment Corp.
Investor Relations
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