27
On January 20, 2021, we entered into an underwriting agreement (the “January 2021
Underwriting
Underwriting Agreement”) with J.P. Morgan
Securities LLC (“J.P. Morgan”), relating to the offer and sale of 7,600,000 shares of our common stock. J.P.
Morgan purchased the
shares of our common stock from
the Company pursuant to the January 2021
Underwriting Agreement
Underwriting Agreement at $5.20 per share. In addition,
we granted J.P.
Morgan a 30-day option to purchase up to an additional 1,140,000 shares
of our common stock on the same terms and
conditions, which J.P. Morgan exercised in full on January 21, 2021. The closing of the offering of 8,740,000 shares of our common
stock occurred on January 25, 2021, with proceeds to us of approximately $45.2
million, net of offering expenses.
On March 2, 2021, we entered into an underwriting agreement (the “March 2021 Underwriting
Agreement”) with J.P. Morgan,
relating to the offer and sale of 8,000,000 shares of our common stock. J.P. Morgan purchased the shares of our common stock from
the Company pursuant to the March 2021 Underwriting Agreement at $5.45 per share.
In addition, we granted J.P. Morgan a 30-day
option to purchase up to an additional 1,200,000 shares of our common stock
on the same terms and conditions, which J.P. Morgan
exercised in full on March 3, 2021. The closing of the offering of 9,200,000 shares of our common
stock occurred on March 5, 2021,
with proceeds to us of approximately $50.0 million, net of offering expenses.
On June 22, 2021, we entered into an equity distribution agreement (the “June 2021
Equity Distribution Agreement”) with four
sales agents pursuant to which we
maycould offer and sell, from time to time, up to an aggregate
amount of $250,000,000 of shares of our
common stock in transactions that
arewere deemed to be “at the market” offerings and privately
negotiated transactions.
ThroughSeptember 30, 2021, weWe issued a total
of
41,568,33849,407,336 shares under the June 2021 Equity Distribution
Agreement for aggregate
gross
proceeds of approximately $211.0 $250.0
million, and net proceeds of approximately
$207.5$246.2 million,
after commissionsand fees, prior to its termination in October 2021.On October 29, 2021,we entered into an equity distribution agreement (the “October 2021Equity Distribution Agreement”) with four sales agents pursuant to which we may offer and sell, from time to time, up to an aggregateamount of $250,000,000 of shares of our common stock in transactions that are deemed to be “at the market” offerings and privately negotiatedtransactions. Through June 30, 2022, we issued a total of 15,835,700 shares under the October 2021 EquityDistribution Agreement for aggregate gross proceeds of approximately $78.3 million, and net proceeds of approximately $77.0 million,after commissions and fees.
Subsequent to September 30, 2021 and through October 28, 2021, we issued a total of 7,838,998shares under the June 2021 Equity DistributionAgreement for aggregate gross proceeds of approximately $39.0 million, and net proceedsof approximately $38.4 million, aftercommissions and fees.
Stock Repurchase Agreement
On July 29, 2015, the Company’s Board of Directors authorized the repurchase of up to 2,000,000
shares of our common stock.
The timing, manner, price and amount of any repurchases is determined by the Company in its discretion and is subject
to economic
and market conditions, stock price, applicable legal requirements and other factors.
The authorization does not obligate the Company
to acquire any particular amount of common stock and the program may be
suspended or discontinued at the Company’s discretion
without prior notice. On February 8, 2018, the Board of Directors approved
an increase in the stock repurchase program for up to an
additional 4,522,822 shares of the Company’s common stock. Coupled with the 783,757
shares
shares remaining from the original 2,000,000
share authorization, the increased authorization brought the total authorization
to 5,306,579 shares, representing 10% of the
Company’s then outstanding share count.
On December 9, 2021, the Board of Directorsapproved an increase in the number of sharesof the Company’s common stock available in the stock repurchase program for upto an additional 16,861,994 shares, bringing the remaining authorization under the stock repurchase program to 17,699,305 shares, representingapproximately 10% of the Company’s then outstanding shares of common stock. This stock repurchase program has no
termination
termination date.
From the inception of the stock repurchase program through
SeptemberJune 30,
2021,2022, the
Company
Company repurchased a total of
5,685,5116,561,810 sharesshares at an aggregate cost of approximately
$40.4$42.6 million, including commissions and fees,
for a weighted average price of $6.49 per share.During the six months ended June 30, 2022, the Company repurchased a total of 876,299shares of its common stock at an aggregate cost of approximately $2.2 million, including commissions and fees, for a weighted average
price
price of
$7.10$2.53 per
share.
The Company did not repurchase any shares of its common stock during the
nine and three months ended September 30, 2021.The remaining authorization under the repurchase program as of September 30, 2021 was837,311 shares.Factors that Affect our Results of Operations and Financial Condition
A variety of industry and economic factors may impact our results of operations andfinancial condition. These factors include:●
interest rate trends;
●
the difference between Agency RMBS yields and our funding and hedging costs;