NEW YORK--(BUSINESS WIRE)--
In accordance with the terms of the merger agreement by and between
Annaly Capital Management, Inc. (NYSE:NLY) (“Annaly”), Ridgeback Merger
Sub Corporation and Hatteras Financial Corp. (“Hatteras”), dated as of
April 10, 2016 (the “Merger Agreement”), the Annaly Board of Directors
has declared a common stock cash dividend for the period from July 1
through July 11, 2016. The Annaly Board of Directors also declared its
regular third quarter preferred stock dividends for its outstanding
series of preferred stock as well as for the newly designated Annaly
7.625% Series E Cumulative Redeemable Preferred Stock (“Series E
Preferred Stock”) to be issued upon the consummation of the merger
between Annaly and Hatteras (the “Merger”) in exchange for each
outstanding share of Hatteras 7.625% Series A Preferred Stock.
Short Period Common Stock Dividend in Connection with Annaly’s
Acquisition of Hatteras
In accordance with the terms of the Merger Agreement, the Annaly Board
of Directors has declared a common stock cash dividend of $0.03587 per
common share for the period from July 1 through July 11, 2016. This
dividend is payable July 14, 2016, to common shareholders of record as
of 5:00 p.m. on July 11, 2016. The ex-dividend date is July 7, 2016. The
Annaly Board of Directors expects that any quarterly dividend it may
declare for the third quarter of 2016 would be reduced by this amount.
Dividends may be reinvested through the Company's Dividend Reinvestment
and Share Purchase Plan. Plan information may be obtained from the Plan
Administrator, Computershare at 1-800-301-5234, at www.annaly.com,
or by contacting the Company.
Regular Third Quarter Preferred Stock Dividends
The Annaly Board of Directors also declared the following preferred
stock dividends:
In accordance with the terms of Annaly’s 7.875% Series A Cumulative
Redeemable Preferred Stock (“Series A Preferred Stock”) the Annaly Board
of Directors has declared a Series A Preferred Stock cash dividend for
the third quarter of 2016 of $0.492188 per share of Series A Preferred
Stock. This dividend is payable on September 30, 2016, to Series A
Preferred Stock shareholders of record as of September 1, 2016.
In accordance with the terms of Annaly’s 7.625% Series C Cumulative
Redeemable Preferred Stock (“Series C Preferred Stock”), the Annaly
Board of Directors has declared a Series C Preferred Stock cash dividend
for the third quarter of 2016 of $0.476563 per share of Series C
Preferred Stock. This dividend is payable on September 30, 2016 to
Series C Preferred Stock shareholders of record as of September 1, 2016.
In accordance with the terms of Annaly’s 7.50% Series D Cumulative
Redeemable Preferred Stock (“Series D Preferred Stock”), the Annaly
Board of Directors has declared a Series D Preferred Stock cash dividend
for the third quarter of 2016 of $0.46875 per share of Series D
Preferred Stock. This dividend is payable on September 30, 2016 to
Series D Preferred Stock shareholders of record as of September 1, 2016.
In addition, pursuant to the Merger Agreement, if the Merger is
consummated, Annaly will exchange one share of newly designated Annaly
Series E Preferred Stock for each outstanding share of Hatteras 7.625%
Series A Preferred Stock. The Annaly Board of Directors has declared a
Series E Preferred Stock cash dividend for the third quarter of 2016 of
$0.476563 per share of Series E Preferred Stock, subject to the
consummation of the Merger and the issuance of the Series E Preferred
Stock. Subject to these conditions, this dividend is payable on
September 30, 2016 to Series E Preferred Stock shareholders of record as
of September 1, 2016.
General
Annaly’s principal business objectives are to generate net income for
distribution to its shareholders from its investments and capital
preservation. Annaly is a Maryland corporation that has elected to be
taxed as a real estate investment trust (“REIT”). Annaly is managed and
advised by Annaly Management Company LLC.
Forward-Looking Statements
This news release and our public documents to which we refer contain or
incorporate by reference certain forward-looking statements which are
based on various assumptions (some of which are beyond our control) and
may be identified by reference to a future period or periods or by the
use of forward-looking terminology, such as "may," "will," "believe,"
"expect," "anticipate," "continue," or similar terms or variations on
those terms or the negative of those terms. Actual results could differ
materially from those set forth in forward-looking statements due to a
variety of factors, including, but not limited to, changes in interest
rates; changes in the yield curve; changes in prepayment rates; the
availability of mortgage-backed securities and other securities for
purchase; the availability of financing and, if available, the terms of
any financings; changes in the market value of our assets; changes in
business conditions and the general economy; our ability to grow our
commercial business; our ability to grow our residential mortgage credit
business; credit risks related to our investments in credit risk
transfer securities, residential mortgage-backed securities and related
residential mortgage credit assets, commercial real estate assets and
corporate debt; our ability to consummate any contemplated investment
opportunities; changes in government regulations affecting our business;
our ability to maintain our qualification as a REIT for federal income
tax purposes; our ability to maintain our exemption from registration
under the Investment Company Act of 1940, as amended; and our ability to
consummate the proposed acquisition of Hatteras Financial Corp. on a
timely basis or at all, and potential business disruption following such
acquisition. For a discussion of the risks and uncertainties which could
cause actual results to differ from those contained in the
forward-looking statements, see "Risk Factors" in our most recent Annual
Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q.
We do not undertake, and specifically disclaim any obligation, to
publicly release the result of any revisions which may be made to any
forward-looking statements to reflect the occurrence of anticipated or
unanticipated events or circumstances after the date of such statements,
except as required by law.
Additional Information and Where to Find It
This press release is for informational purposes only and is neither an
offer to purchase nor a solicitation of an offer to sell shares, nor is
it a substitute for the exchange offer materials that Annaly and its
merger subsidiary have filed with the Securities and Exchange Commission
(“SEC”). Annaly and its merger subsidiary have filed a tender offer
statement on Schedule TO, Annaly has filed a registration statement on
Form S-4, and Hatteras has filed a Solicitation/Recommendation Statement
on Schedule 14D-9 with the SEC with respect to the exchange offer. THE
EXCHANGE OFFER MATERIALS (INCLUDING AN OFFER TO EXCHANGE, A RELATED
LETTER OF TRANSMITTAL AND CERTAIN OTHER EXCHANGE OFFER DOCUMENTS) AND
THE SOLICITATION/RECOMMENDATION STATEMENT CONTAIN IMPORTANT INFORMATION.
HATTERAS SHAREHOLDERS ARE URGED TO READ THESE DOCUMENTS (AS THEY MAY BE
AMENDED FROM TIME TO TIME) CAREFULLY BECAUSE THEY CONTAIN IMPORTANT
INFORMATION THAT HOLDERS OF HATTERAS SECURITIES SHOULD CONSIDER BEFORE
MAKING ANY DECISION REGARDING EXCHANGING THEIR SECURITIES. The Offer to
Exchange, the related Letter of Transmittal and certain other exchange
offer documents, as well as the Solicitation/Recommendation Statement,
are available to all holders of Hatteras common stock at no expense to
them. The exchange offer materials and the Solicitation/Recommendation
Statement are available for free at the SEC’s website at www.sec.gov.
Additional copies may be obtained for free by contacting Annaly’s
Investor Relations department at 1-888-8Annaly (1-888-816-6159).
View source version on businesswire.com: http://www.businesswire.com/news/home/20160701005377/en/
Annaly Capital Management, Inc.
Investor Relations
1-888-8Annaly
www.annaly.com
Source: Annaly Capital Management, Inc.