Newcastle Investment Corp. (NYSE: NCT) ("Newcastle" or the "Company")
announced today that it plans to make a public offering of 40,000,000
shares of its common stock. In connection with the offering, the Company
intends to grant the underwriters an option for 30 days to purchase up
to an additional 6,000,000 shares of common stock.
The Company intends to use the net proceeds from the offering for
general corporate purposes, including to make a variety of investments.
The Company may apply some or all of such proceeds to fund a
co-investment in excess mortgage servicing rights on a portfolio with an
unpaid principal balance of approximately $215 billion.
Credit Suisse Securities (USA) LLC, Barclays Capital Inc., Citigroup and
UBS Securities LLC are the joint book-running managers for the offering.
Keefe, Bruyette & Woods, Inc. and Macquarie Capital (USA) Inc. are
serving as co-manager for the offering. The offering will be made
pursuant to the Company's existing effective shelf registration
statement, previously filed with the Securities and Exchange Commission.
The offering will be made only by means of a prospectus and a related
prospectus supplement. Copies of the prospectus and prospectus
supplement may be obtained from: Credit Suisse Securities (USA) LLC,
Attention: Prospectus Department, One Madison Avenue, New York, New York
10010, Telephone: (800) 221-1037, Email: firstname.lastname@example.org;
Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long
Island Avenue, Edgewood, NY, 11717, Telephone: (888) 603-5847, Email: email@example.com;
Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717, Telephone: (800) 81-9146; or UBS Securities LLC,
299 Park Avenue, New York, New York 10171, Attention: Prospectus
Department, Telephone: (888) 827-7275.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy shares of common stock, 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.
Newcastle focuses on opportunistically investing in, and actively
managing, real estate related assets. The Company primarily invests in
two distinct areas: (1) Residential Servicing and Securities and (2)
Commercial Real Estate Debt and Other Assets. The Company is organized
and conducts its operations to qualify as a real estate investment trust
(REIT) for federal income tax purposes. The Company is managed by an
affiliate of Fortress Investment Group LLC, a global investment
Certain statements in this press release may constitute
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995, including, but not limited to, statements
relating to the proposed offering and intended use of proceeds. These
statements are based on management's current expectations and beliefs
and are subject to a number of trends and uncertainties that could cause
actual results to differ materially from those described in the
forward-looking statements, many of which are beyond our control. The
Company can give no assurance that its expectations will be attained.
Factors that could cause actual results to differ materially from the
Company's expectations include, but are not limited to, the risk that
market conditions cause downgrades of a significant number of our
securities or the recording of additional impairment charges or
reductions in shareholders' equity; the risk that we can find additional
suitably priced investments; the risk that investments made or committed
to be made cannot be financed on the basis and for the term at which we
expect; the relationship between yields on assets which are paid off and
yields on assets in which such monies can be reinvested; actual
recapture rates with respect to any excess mortgage servicing rights
investment; and the relative spreads between the yield on the assets we
invest in and the cost and availability of debt and equity financing.
Accordingly, you should not place undue reliance on any forward-looking
statements contained in this press release. For a discussion of some of
the risks and important factors that could affect such forward-looking
statements, see the sections entitled "Risk Factors" and "Management's
Discussion and Analysis of Financial Condition and Results of Operation"
in the Company's Annual Report on Form 10-K or Quarterly Report on Form
10-Q, as filed with the Securities and Exchange Commission. In addition,
new risks and uncertainties emerge from time to time, and it is not
possible for the Company to predict or assess the impact of every factor
that may cause its actual results to differ from those contained in any
forward-looking statements. Such forward-looking statements speak only
as of the date of this press release. The Company expressly disclaims
any obligation to release publicly any updates or revisions to any
forward-looking statements contained herein to reflect any change in the
Company's expectations with regard thereto or change in events,
conditions or circumstances on which any statement is based.
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