Granite Point Mortgage Trust Inc. (NYSE: GPMT) announced today
the pricing of $125 million aggregate principal amount of 5.625%
convertible senior notes due 2022 (the “Notes”) in a private offering to
qualified institutional buyers pursuant to Rule 144A under the
Securities Act of 1933, as amended (the “Securities Act”). The company
has granted to the initial purchasers of the offering an option to
purchase up to an additional $18.75 million aggregate principal amount
of the Notes.
The Notes will be unsecured, pay interest semiannually at a rate of
5.625% per annum and be convertible at the option of the holder into
shares of the company’s common stock. The Notes will mature on December
1, 2022, unless earlier converted or repurchased in accordance with
their terms. The company will not have the right to redeem the Notes
prior to maturity, but may be required to repurchase the Notes from
holders under certain circumstances.
The Notes will have an initial conversion rate of 50.0000 shares of
common stock per $1,000 principal amount of the Notes (equivalent to an
initial conversion price of $20.00 per share), subject to adjustment.
The offering is expected to close on or about December 12, 2017, subject
to customary closing conditions.
The company intends to use the net proceeds from the offering to
originate and acquire its target assets, subject to its investment
guidelines and to the extent consistent with maintaining its REIT
qualification, and for general corporate purposes.
Neither the Notes nor any shares of the company’s common stock issuable
upon conversion of the Notes have been or are expected to be registered
under the Securities Act or the securities laws of any other
jurisdiction and may not be offered or sold in the United States absent
registration or an applicable exemption from such registration
This press release shall not constitute an offer to sell, or a
solicitation of an offer to buy, the Notes or any other securities, nor
shall there be any sale of the company’s securities in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities
laws of any such state or jurisdiction. Any offer, if at all, will be
made only pursuant to Rule 144A under the Securities Act.
About Granite Point Mortgage Trust Inc.
Granite Point Mortgage Trust Inc. is a Maryland corporation focused on
directly originating, investing in and managing senior floating rate
commercial mortgage loans and other debt and debt-like commercial real
estate investments. Granite Point intends to elect and qualify to be
taxed as a REIT. Granite Point is headquartered in New York, New York,
and is externally managed by Pine River Capital Management L.P.
Cautionary Notice Regarding Forward-Looking Statements
This release may include statements and information that constitute
“forward-looking statements” within the meaning of section 27A of the
Securities Act and section 21E of the Securities Exchange Act of 1934,
as amended, and we intend such forward-looking statements to be covered
by the safe harbor provisions therein and are included in this statement
for purposes of invoking these safe harbor provisions. Forward-looking
statements include statements with respect to our beliefs, plans,
objectives, goals, targets, expectations, anticipations, assumptions,
estimates, intentions and future performance. The forward-looking
statements made in this release include, but may not be limited to,
expectations regarding the use of proceeds from the offering.
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 public
filings with the SEC, which are available on the SEC’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.
Except to the extent required by applicable laws and regulations, we
undertake no obligations to update these forward-looking statements to
reflect events or circumstances after the date of this release or to
reflect the occurrence of unanticipated events.
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