Ellington Financial LLC Announces Exchange Offer of Senior Notes, Conditioned Upon the Company’s Corporate Tax Election
January 09, 2019 at 04:05 pm
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Ellington Financial LLC announced the offer to exchange up to $86,000,000 of 5.50% Senior Notes due September 1, 2022, to be issued by the Company’s subsidiaries EF Holdco Inc. and EF Cayman Holdings Ltd. along with other Company subsidiaries that may be added as issuers, for any or all of Ellington Financial’s $86,000,000 outstanding 5.25% Senior Notes due September 1, 2022. Holders of a majority of the Outstanding Notes have already entered into agreements with the Company to participate in the exchange. The exchange offer will expire at 5:00 P.M., New York City time, on February 6, 2019, unless further extended. The New Notes will be issued only to Qualified Institutional Buyers pursuant to a new indenture, will be guaranteed fully and unconditionally by Ellington Financial, and will not be registered and thus will be subject to certain transfer restrictions. Any Outstanding Notes that are not tendered in the exchange offer will continue to be subject to the indenture governing the Outstanding Notes, as supplemented by a first supplemental indenture which will take effect upon consummation of the exchange offer. The exchange offer is conditioned upon Ellington Financial’s decision to elect to be taxed as a corporation for U.S. federal income tax purposes. As previously announced, Ellington Financial currently expects to elect to be taxed as a corporation in order to facilitate its planned qualification and election to be taxed as a REIT for U.S. federal income tax purposes. If Ellington Financial does not elect to be taxed as a corporation for U.S. federal income tax purposes by April 30, 2019, the exchange offer will not be consummated and will be abandoned, unless prior to such date Ellington Financial announces the extension of such election deadline.
Ellington Financial Inc. is a real estate investment trust. The Company acquires and manages mortgage-related, consumer-related, corporate-related, and other financial assets. The Companyâs segments include the Investment Portfolio Segment and the Longbridge Segment. The Investment Portfolio Segment is focused on investing in a diverse array of financial assets, including residential and commercial mortgage loans, residential mortgage-backed securities (RMBS), commercial mortgage-backed securities (CMBS), consumer loans and asset-backed securities (ABS), including ABS backed by consumer loans, collateralized loan obligations (CLOs), non-mortgage- and mortgage-related derivatives, debt and equity investments in loan origination companies, and other strategic investments. The Longbridge Segment is focused on the origination and servicing of reverse mortgage loans. The Company is externally managed and advised by Ellington Financial Management LLC.