Rithm Property Trust Announces Partial Exercise of Over-allotment Option

Rhea-AI Summary

Rithm Property Trust (NYSE: RPT) has announced the sale of an additional 84,232 shares of its 9.875% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock through a partial exercise of the over-allotment option. This sale generated additional gross proceeds of $2,105,800 before deducting underwriting discounts and offering expenses.

The Series C Preferred Stock began trading on the NYSE under the symbol RPT.PRC on March 12, 2025. The company plans to use the net proceeds for investments and general corporate and working capital purposes. The offering was managed by Janney Montgomery Scott , BTIG, , and Piper Sandler & Co. as book-running managers, with Lucid Capital Markets, , JonesTrading Institutional Services , and Wedbush Securities Inc. serving as co-managers.

Positive

• Additional capital raise of $2.1M strengthens company's financial position
• High-yield 9.875% preferred stock offering indicates strong investor interest
• Successful partial exercise of over-allotment option shows market demand

Negative

• Issuance of preferred stock increases company's dividend obligations
• Additional shares may dilute existing shareholders' equity
• High 9.875% dividend rate indicates relatively high cost of capital

Insights

Financial Analyst

Rithm Property Trust's successful partial exercise of its over-allotment option for Series C Preferred Stock represents a modest capital raise of $2.1 million in additional gross proceeds. While the amount is relatively small at approximately 1.5% of RPT's $143 million market capitalization, it demonstrates continued investor interest in the company's securities.

The 9.875% fixed-to-floating rate on the Series C Preferred Stock reflects a relatively high yield, indicating the premium investors require to participate. This dividend rate creates a significant ongoing obligation that will impact the company's future cash flows and available funds for common shareholders.

The partial (rather than full) exercise of the over-allotment option suggests moderate demand for these securities - sufficient to warrant additional issuance but not overwhelming. The proceeds are earmarked for investments and general corporate purposes, which aligns with the company's stated transition toward a commercial real estate focused investment strategy.

While successfully raising capital is positive, particularly for a smaller REIT, the high cost of this capital and its modest size make this a relatively neutral development for investors. The transaction effectively strengthens RPT's capital position incrementally while adding to its fixed payment obligations.

NEW YORK--(BUSINESS WIRE)-- Rithm Property Trust Inc. (NYSE: RPT, “RPT” or the “Company”) today announced the sale of an additional 84,232 shares of the Company’s 9.875% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock (the “Series C Preferred Stock”) pursuant to the partial exercise of the over-allotment option granted to the underwriters of its previously announced public offering, for additional gross proceeds of $2,105,800, before deducting underwriting discounts and offering expenses. The Company intends to use the net proceeds from the offering for investments and general corporate and working capital purposes.

The Series C Preferred Stock began trading on the New York Stock Exchange under the symbol “RPT.PRC” on March 12, 2025.

Janney Montgomery Scott LLC, BTIG, LLC and Piper Sandler & Co. acted as book-running managers for the offering, and Lucid Capital Markets, LLC, JonesTrading Institutional Services LLC and Wedbush Securities Inc. acted as co-managers for the offering.

The offering was made pursuant to the Company’s effective shelf registration statement filed with the Securities and Exchange Commission (the “SEC”). The offering is being made only by means of a prospectus and a related prospectus supplement. Prospective investors should read the prospectus supplement and the prospectus in that registration statement and other documents the Company has filed or will file with the SEC for more complete information about the Company and the offering. You may obtain these documents for free by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, copies of the prospectus supplement and the prospectus may be obtained from Janney Montgomery Scott, Attention: Syndicate Department, 60 State Street, Boston, Massachusetts 02109, by telephone at (617) 557-2975 or by emailing prospectus@janney.com; BTIG, Attention: Debt Capital Markets, 65 East 55^th Street, New York, New York 10022, by telephone at (212) 593-7555 or by emailing BTIG-IBD-DebtCapitalMarkets@btig.com or Piper Sandler, Attention: DCM/Syndicate, 1251 Avenue of the Americas, 6th Floor, New York, New York 10020, by telephone at (866) 805-4128 or by emailing fsg-dcm@psc.com.

This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, 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.

ABOUT RITHM PROPERTY TRUST

Rithm Property Trust is a real estate investment platform externally managed by an affiliate of Rithm Capital Corp. (NYSE: RITM). Rithm Property Trust has historically focused on acquiring, investing in and managing re-performing loans and non-performing loans secured by single-family residences and commercial properties. In connection with its recent strategic transaction with Rithm Capital Corp., the Company is transitioning to a flexible commercial real estate focused investment strategy. Rithm Property Trust is a Maryland corporation that is organized and conducts its operations to qualify as a real estate investment trust (REIT) for federal income tax purpose.

FORWARD-LOOKING STATEMENTS

This press release contains certain information which constitutes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “seek,” “believes,” “intends,” “expects,” “projects,” “anticipates,” “plans” and “future” or similar expressions are intended to identify forward-looking statements. Examples of forward-looking statements in this press release include, without limitation, statements regarding the proposed issuance of additional shares of Series C Preferred Stock and the expected use of the net proceeds from the offering. These statements are not historical facts. These forward-looking statements represent management’s current expectations regarding future events and are subject to the inherent uncertainties in predicting future results and conditions, many of which are beyond our control. Accordingly, you should not place undue reliance on any forward-looking statements contained herein. 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 relating to the offering and in the Company’s most recent annual and quarterly reports filed with the SEC. The Company undertakes no obligation to update the information contained in this press release to reflect subsequently occurring events or circumstances and expressly disclaims any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law.

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Investor Relations

646-868-5483

ir@rithmpropertytrust.com

Source: Rithm Property Trust Inc.

FAQ

How much did RPT raise from the over-allotment option exercise in March 2025?

RPT raised $2,105,800 in gross proceeds from selling 84,232 additional shares of Series C Preferred Stock.

What is the dividend rate for RPT's Series C Preferred Stock?

The Series C Preferred Stock offers a 9.875% Fixed-to-Floating Rate dividend.

When did RPT's Series C Preferred Stock begin trading on NYSE?

The Series C Preferred Stock began trading on NYSE under symbol RPT.PRC on March 12, 2025.

How will RPT use the proceeds from the Series C Preferred Stock offering?

RPT will use the net proceeds for investments and general corporate and working capital purposes.