AG Mortgage Investment Trust Inc | 8.000% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock (MITT.PRC)
Prospectus excerpt: We are offering 4,000,000 shares of our 8.000% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, $0.01 par value per share, with a liquidation preference of $25.00 per share, or the Series C Preferred Stock. Holders of Series C Preferred Stock will be entitled to receive cumulative cash dividends (i) from and including the original issue date to, but excluding, September 17, 2024 at a fixed rate equal to 8.000% per annum of the $25.00 per share liquidation preference (equivalent to $2.00 per annum per share) and (ii) from and including September 17, 2024, at a floating rate equal to Three-Month LIBOR plus a spread of 6.476% per annum. Dividends will be payable quarterly in arrears on the 17th day of March, June, September and December of each year, when and as declared, beginning on December 17, 2019 (long first dividend period). Dividends will accumulate and be cumulative from, and including, the date of original issuance of the Series C Preferred Stock. The Series C Preferred Stock is not redeemable by us prior to September 17, 2024, except under circumstances where it is necessary to preserve our qualification as a real estate investment trust, or REIT, for U.S. federal income tax purposes and except as described below upon the occurrence of a Change of Control (as defined herein). On or after September 17, 2024, we may, at our option, redeem any or all of the shares of the Series C Preferred Stock at a redemption price of $25.00 per share, plus any accumulated and unpaid dividends thereon to, but excluding, the redemption date. In addition, upon the occurrence of a Change of Control, we may, at our option, redeem any or all of the shares of Series C Preferred Stock within 120 days after the first date on which such Change of Control occurred at a redemption price of $25.00 per share, plus any accumulated and unpaid dividends thereon to, but excluding, the redemption date. The Series C Preferred Stock has no stated maturity, is not subject to any sinking fund or mandatory redemption and will remain outstanding indefinitely unless repurchased or redeemed by us or converted into shares of our common stock, par value $0.01 per share, or our common stock, in connection with a Change of Control by the holders of Series C Preferred Stock.
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