Newcastle Announces Public Offering of Common Stock
13 August 2014 - 6:10AM
Business Wire
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 (subject to adjustment for the Company’s announced
3-for-1 reverse stock split). The underwriters may offer the shares
from time to time for sale in one or more transactions on the New
York Stock Exchange, in the over-the-counter market, through
negotiated transactions or otherwise at market prices prevailing at
the time of sale, at prices related to prevailing market prices or
at negotiated prices.
The Company intends to use the net proceeds from this offering
primarily to acquire senior housing properties.
Citigroup, BofA Merrill Lynch and Credit Suisse Securities (USA)
LLC are the joint book-running managers 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 “SEC”). 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: Citigroup, Attention: Broadridge Financial Solutions, 1155
Long Island Avenue, Edgewood, New York 11717, Telephone: (800)
831-9146, Email: batprospectusdept@citi.com; BofA Merrill Lynch,
222 Broadway, New York, New York 10038, Attention: Prospectus
Department, or by e-mail at dg.prospectus_requests@baml.com; or
Credit Suisse Securities (USA) LLC, Attention: Prospectus
Department, One Madison Avenue, New York, New York 10010,
Telephone: (800) 221-1037, Email:
newyork.prospectus@credit-suisse.com.
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.
ABOUT NEWCASTLE
Newcastle focuses on investing in, and actively managing, real
estate related assets and primarily invests in: (1) Senior Housing
Assets (2) Real Estate Debt and (3) Golf & Other Investments.
The Company conducts its operations to qualify as a real estate
investment trust for federal income tax purposes. The Company is
managed by an affiliate of Fortress Investment Group LLC, a global
investment management firm.
FORWARD-LOOKING STATEMENTS
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.
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” in the prospectus supplement related to the offering
and “Management’s Discussion and Analysis of Financial Condition
and Results of Operation” incorporated by reference in the
prospectus supplement related to the offering from the Company’s
Annual Report on Form 10-K or Quarterly Reports on Form 10-Q. 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.
Newcastle Investment Corp.Investor Relations212-479-3195
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