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Orchid Island Capital, Inc. Announces Public Offering of Common Stock

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Orchid Island Capital plans a public offering of 7,600,000 shares of its common stock, with an underwriting option for an additional 1,140,000 shares. J.P. Morgan will manage the offering, leveraging proceeds to invest in Agency RMBS and for general corporate purposes. The company aims to borrow against these investments to acquire more Agency RMBS. The offering is under an effective shelf registration statement filed with the SEC. This announcement does not constitute an offer to sell or solicit any purchase of the shares.

Positive
  • Plans to invest proceeds in Agency RMBS, potentially enhancing investment portfolio.
  • Leveraging borrowed funds against Agency RMBS may lead to additional asset acquisitions.
Negative
  • Public offering may dilute existing shareholder value.
  • Market reactions to the offering could negatively impact stock price.

Orchid Island Capital, Inc. (NYSE:ORC) (the “Company”) announced today that it plans to make a public offering of 7,600,000 shares of its common stock. The Company also expects to grant the underwriter an option to purchase up to an additional 1,140,000 shares of common stock. J.P. Morgan will serve as sole bookrunning manager for the offering.

The Company intends to use the net proceeds of this offering to invest in a targeted mix of Agency RMBS and for general corporate purposes. The Company then expects to borrow against the Agency RMBS that it purchases with the net proceeds of this offering through repurchase agreements and use the proceeds of the borrowings to acquire additional Agency RMBS.

The offering is being made pursuant to the Company’s existing shelf registration statement, which was declared effective by the Securities and Exchange Commission (the “SEC”) on February 10, 2020. The offering of these securities is being made only by means of a prospectus and a related prospectus supplement, which will be filed with the SEC. Copies of the prospectus and prospectus supplement related to this offering may be obtained, when available, from J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-866-803-9204.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the shares or any other securities, nor shall there be any sale of such shares or any other securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About Orchid Island Capital, Inc.

Orchid Island Capital, Inc. is a specialty finance company that invests on a leveraged basis in Agency RMBS. Orchid Island Capital, Inc. has elected to be taxed as a real estate investment trust for U.S. federal income tax purposes. Our investment strategy focuses on, and our portfolio consists of, two categories of Agency RMBS: (i) traditional pass-through Agency RMBS, such as mortgage pass-through certificates and collateralized mortgage obligations issued by Fannie Mae, Freddie Mac or Ginnie Mae, and (ii) structured Agency RMBS, such as IOs, IIOs and POs, among other types of structured Agency RMBS. The Company is managed by Bimini Advisors, LLC, an investment adviser registered with the SEC.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 with respect to the offering and the use of proceeds. Forward-looking statements involve numerous risks and uncertainties. The Company’s actual results may differ from the Company’s beliefs, expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Forward-looking statements are not historical in nature and can be identified by words such as “anticipate,” “estimate,” “will,” “should,” “expect,” “believe,” “intend,” “seek,” “plan” and similar expressions or their negative forms, or by references to strategy, plans, or intentions. Forward-looking statements are based on the Company’s beliefs, assumptions and expectations of the Company’s future performance, taking into account all information currently available to it. No assurance can be given that the offering discussed above will be consummated, or that the net proceeds of the offering will be used as indicated. Consummation of the offering and the application of the net proceeds of the offering are subject to numerous possible events, factors and conditions, many of which are beyond the control of the Company and not all of which are known to it, including, without limitation, market conditions and those described under the heading “Risk Factors” in the prospectus supplement related to the offering and in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, as updated by those risk factors included in the Company’s subsequent filings, including in the Company’s Quarterly Reports on Form 10-Q for the quarters ended on March 31, 2020, June 30, 2020 and September 30, 2020, under the Securities Exchange Act of 1934, as amended, which can be accessed at the SEC’s website at www.sec.gov. All forward-looking statements speak only as of the date on which they are made. New risks and uncertainties arise over time, and it is not possible to predict those events or how they may affect the Company. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

FAQ

What is the size of Orchid Island Capital's public offering?

Orchid Island Capital is offering 7,600,000 shares, with an option for underwriters to purchase an additional 1,140,000 shares.

Who manages the public offering for Orchid Island Capital?

J.P. Morgan will serve as the sole bookrunning manager for the public offering.

What will Orchid Island Capital do with the proceeds from the offering?

The proceeds will be used to invest in Agency RMBS and for general corporate purposes.

Is there a risk of shareholder dilution in this offering?

Yes, the public offering may dilute existing shareholder value.

When was the shelf registration statement for the offering declared effective?

The shelf registration statement was declared effective by the SEC on February 10, 2020.

Orchid Island Capital, Inc.

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