Company Overview
| Company Name |
JAVELIN MORTGAGE INVESTMENT CORP. |
| Company Address |
3001 OCEAN DRIVE
SUITE 201
VERO BEACH, FL 32963 |
| Company Phone |
(772) 617-4340 |
| Company Website |
www.javelinreit.com |
| CEO |
Scott J. Ulm and Jeffrey J. Zimmer |
| Employees (as of 10/4/2012) |
0 |
| State of Inc |
MD |
| Fiscal Year End |
12/31 |
| Status |
Priced (10/3/2012) |
| Proposed Symbol |
JMI |
| Exchange |
New York Stock Exchange |
| Share Price |
$20.00 |
| Shares Offered |
7,250,000 |
| Offer Amount |
$145,000,000.00 |
| Total Expenses |
$1,000,000.00 |
| Shares Over Alloted |
0 |
| Shareholder Shares Offered |
-- |
| Shares Outstanding |
7,500,050 |
| Lockup Period (days) |
180 |
| Lockup Expiration |
4/1/2013 |
| Quiet Period Expiration |
11/12/2012 |
| CIK |
0001552890 |
We are offering 7,250,000 shares of our common stock at an initial public
offering price of $20.00 per share. SBBC will pay the underwriters all
underwriting discounts and commissions payable with respect to all shares sold
in this offering. We will not reimburse SBBC for its payment of these
underwriting discounts and commissions. Concurrent with the closing of this
offering, we are selling an aggregate of 250,000 shares of common stock at
$20.00 per share in a private placement to an entity controlled by Messrs.
Staton and Bell. We estimate that the net proceeds that we receive from this
offering and the concurrent private placement will be approximately
$150,000,000 (or approximately $171,750,000 if the underwriters exercise their
over-allotment option in full). Our organizational costs and other costs
related to this offering and the concurrent private placement will also be paid
by SBBC and we will not reimburse SBBC for these costs.
We plan to use all the net proceeds from this offering and the concurrent
private placement to acquire our target assets in accordance with our
objectives and strategies described in this prospectus. Our focus will be on
purchasing agency mortgage-backed securities, non-agency mortgage-backed
securities and other mortgage-related investments, subject to our investment
guidelines and REIT qualification requirements. ARRM will make determinations
as to the percentage of our target assets that will be invested in each of our
target assets. These decisions will depend on prevailing market conditions and
may change over time in response to opportunities available in different
interest rate, economic and credit environments. Until appropriate assets can
be identified, the net proceeds from this offering and the concurrent private
placement may be invested in interest-bearing short-term investments, including
funds that are consistent with our qualification as a REIT. These investments
are expected to provide a lower net return than we will seek to achieve from
our target assets. We anticipate that we will be able to identify a sufficient
amount of investments in agency mortgage-backed securities and non-agency
mortgage-backed securities within approximately one to three months after the
closing of the offering and the concurrent private placement. However,
depending on the availability of appropriate investment opportunities and
subject to prevailing market conditions, there can be no assurance that we
will be able to identify a sufficient amount of investments within this
timeframe.
Our success will depend, in large part, on our ability to acquire assets at
favorable spreads over our borrowing costs. In acquiring our target assets, we
will compete with mortgage REITs, mortgage finance and specialty finance
companies, savings and loan associations, banks, mortgage bankers, insurance
companies, mutual funds, institutional investors, investment banking firms,
other lenders, governmental bodies and other entities. Many of these
organizations have greater financial resources and access to lower costs of
capital than we will have. In addition, there are numerous mortgage REITs with
similar asset acquisition objectives, including our target assets, and others
may be organized in the future. The effect of the existence of additional REITs
may be to increase competition for the available supply of mortgage assets
suitable for purchase.
Company Description
We are a newly-organized Maryland corporation formed to invest in and manage a
leveraged portfolio of agency mortgage-backed securities, non-agency mortgage-
backed securities and other mortgage-related investments, which we refer to as
our target assets.
We will seek attractive long-term
investment returns by investing our equity
capital and borrowed funds in our targeted asset class. We plan to earn returns
on the spread between the yield on our assets and our costs, including the cost
of the funds we borrow, after giving effect to our hedges. We plan to identify
and acquire our target assets, finance our acquisitions with borrowings under
a series of short-term repurchase agreements at the most competitive interest
rates available to us and then cost-effectively mitigate our interest rate and
other risks based on our entire portfolio of assets, liabilities and
derivatives and our management's view of the market. Successful implementation
of this approach requires us to address and effectively mitigate interest rate
risk and maintain adequate liquidity. We believe that the residential mortgage
market will undergo significant changes in the coming years as the role of
GSEs, such as Fannie Mae and Freddie Mac, is diminished, which we expect will
create attractive investment opportunities for us.
We will commence operations upon completion of this initial public offering and
the concurrent private placement described herein. We intend to elect to
qualify as a REIT for federal income tax purposes and will elect to be taxed as
a REIT under the Internal Revenue Code of 1986, as amended (the “Code”),
commencing with our taxable year ending December 31, 2012. Our qualification as
a REIT will depend on our ability to meet, on a continuing basis, various
complex requirements under the Code relating to, among other things, the source
of our gross income, the composition and values of our assets, our distribution
levels and the concentration of ownership of our capital stock. We also intend
to operate our business in a manner that will permit us to maintain an
exclusion from registration under the Investment Company Act of 1940, as
amended (the “1940 Act”).
As a REIT, we generally will not be subject to federal income taxes on our
taxable income to the extent that we annually distribute all of our taxable
income to stockholders and maintain our intended qualification as a REIT. If we
fail to qualify as a REIT in any taxable year and do not qualify for certain
statutory relief provisions, we will be subject to federal income taxes at
regular corporate rates. Even if we qualify as a REIT for federal income tax
purposes, we may still be subject to some federal, state and local taxes on our
income.
-----
We were incorporated in the state of Maryland on June 18, 2012. Our principal
offices are located at 3001 Ocean Drive, Suite 201, Vero Beach, Florida 32963.
Our phone number is (772) 617-4340. Our website is www.javelinreit.com.