Invesco Mortgage Capital Inc. Announces Pricing of Private Offering of $350
Million Exchangeable Senior Notes Due 2018
ATLANTA, March 6, 2013
ATLANTA, March 6, 2013 /PRNewswire/ --Invesco Mortgage Capital Inc. (the
"Company") (NYSE: IVR) announced today that IAS Operating Partnership LP, the
operating partnership through which the Company conducts its operations (the
"Operating Partnership"), has agreed to sell in a private offering $350
million of its 5.00% Exchangeable Senior Notes due 2018. The Operating
Partnership granted the initial purchasers a 30-day option to purchase up to
an additional $50 million aggregate principal amount of the notes.
(Logo: http://photos.prnewswire.com/prnh/20110131/MM39469LOGO-b )
The notes will be senior unsecured obligations of the Operating Partnership.
The Company will guarantee the payment of amounts due on the notes. The
offering is expected to close on March 12, 2013, subject to the satisfaction
of certain closing conditions.
Interest on the notes will be payable semi-annually on March 15 and September
15, beginning on September 15, 2013. The notes will mature on March 15, 2018,
unless repurchased or exchanged in accordance with their terms prior to such
The notes may be exchanged for shares of the Company's common stock at the
applicable exchange rate at any time prior to the close of business on the
second scheduled trading day prior to the maturity date. The initial exchange
rate for each $1,000 aggregate principal amount of the notes is 42.0893 shares
of the Company's common stock, equivalent to an exchange price of
approximately $23.76 per share, which represents an approximately 15% premium
to the closing price of the Company's common stock on March 6, 2013.
The Operating Partnership will not be permitted to redeem the notes prior to
The net proceeds of the offering are intended to be used to purchase the
Company's target assets, subject to its investment guidelines and, to the
extent consistent with maintaining the Company's qualification as a REIT, and
other general corporate purposes.
The notes were offered and sold only to qualified institutional buyers in
reliance on Rule 144A under the Securities Act of 1933, as amended (the
"Securities Act"). Neither the notes nor any shares of the Company's common
stock that may be issued upon exchange of the notes have been registered under
the Securities Act or any state securities laws, and unless so registered, may
not be offered or sold in the United States except pursuant to an exemption
from the registration requirements of the Securities Act and applicable state
This press release shall not constitute an offer to sell or a solicitation of
an offer to buy these securities, nor shall it constitute an offer,
solicitation or sale in any jurisdiction in which such offer, solicitation or
sale is unlawful.
About Invesco Mortgage Capital Inc.
Invesco Mortgage Capital Inc. is a real estate investment trust that focuses
on financing and managing residential and commercial mortgage-backed
securities and mortgage loans. Invesco Mortgage Capital Inc. is externally
managed and advised by Invesco Advisers, Inc., a subsidiary of Invesco Ltd.
(NYSE: IVZ), a leading independent global investment management firm.
Cautionary Notice Regarding Forward-Looking Statements
This release may include statements and information that constitute
"forward-looking statements" within the meaning of the U.S. securities laws.
Forward-looking statements include statements with respect to our beliefs,
plans, objectives, goals, targets, expectations, anticipations, assumptions,
estimates, intentions and future performance. In addition, words such as
"will," "may," "expects" and "plans," as well as any other statement that
necessarily depends on future events, are intended to identify forward-looking
Forward-looking statements are not guarantees, and they involve risks,
uncertainties and assumptions. There can be no assurance that actual results
will not differ materially from our expectations. We caution investors not to
rely unduly on any forward-looking statements and urge you to carefully
consider the risks identified under the captions "Risk Factors,"
"Forward-Looking Statements" and "Management's Discussion and Analysis of
Financial Condition and Results of Operations" in our annual report filed on
Form 10-K for the year ended December 31, 2012, which is available on the
Securities and Exchange Commission's website at www.sec.gov.
All written or oral forward-looking statements that we make, or that are
attributable to us, are expressly qualified by this cautionary notice. We
expressly disclaim any obligation to update the information in any public
disclosure if any forward-looking statement later turns out to be inaccurate,
except as required by law.
SOURCE Invesco Mortgage Capital Inc.
Contact: Bill Hensel, +1-404-479-2886
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