Business Context and Reporting Period
This Form 8-K Current Report is filed by New York Mortgage Trust, Inc. (Note: The request metadata referenced "ADAMAS TRUST, INC.", but the filing text identifies the registrant as New York Mortgage Trust, Inc.). The report covers events occurring on February 10, 2020, with the report date of February 13, 2020. The Company is a Maryland corporation engaged in acquiring and managing mortgage-related and residential housing-related assets.
Key Financial Metrics and Transaction Details
The filing details a significant equity capital raise rather than periodic financial performance metrics (revenue, profit, or cash flow are not reported in this document).
- Offering Size: 44,000,000 shares of Common Stock initially, plus a full exercise of the 30-day option for an additional 6,600,000 shares, totaling 50,600,000 shares.
- Offering Price: $6.04 per share.
- Net Proceeds: Estimated at approximately $305.3 million after deducting estimated offering expenses.
- Underwriters: Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC, and UBS Securities LLC.
- Closing Date: Expected on February 13, 2020.
Material Changes and Use of Proceeds
The primary material change is the substantial increase in equity capital and share count resulting from the underwritten public offering. The Company expects to use the net proceeds for general business purposes, specifically:
- Acquiring targeted assets, including single-family residential and multi-family credit investments.
- Purchasing various other mortgage-related and residential housing-related assets.
- General working capital purposes.
Outlook, Risks, and Contingencies
The filing does not provide specific forward-looking guidance on earnings or asset performance. However, it notes standard contingencies associated with underwriting agreements:
- The Company agreed to indemnify the Underwriters against certain liabilities under the Securities Act of 1933.
- The Underwriters and their affiliates may engage in various financing and advisory services with the Company in the ordinary course of business.
- The offering was conducted pursuant to a shelf registration statement (Form S-3) effective since August 9, 2018.
Key Facts for Investor Verification
- Verify the final closing of the 50,600,000 share offering and the actual net proceeds received.
- Confirm the dilution impact on existing shareholders due to the issuance of 50.6 million new shares.
- Monitor future filings to track the deployment of the ~$305 million in proceeds toward single-family and multi-family credit investments.
- Note the discrepancy between the request metadata ("ADAMAS TRUST, INC.") and the actual registrant ("NEW YORK MORTGAGE TRUST, INC.").