Armour Residential REIT Closes $100M Preferred Stock Offering

TL;DR

Armour REIT just closed a $100M preferred stock offering. Good for cash flow.

AI Summary

On June 21, 2024, Armour Residential REIT, Inc. announced the closing of its previously disclosed offering of 10.00% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Shares. The company successfully raised approximately $100 million in gross proceeds from this offering, which is expected to be used for general corporate purposes.

Why It Matters

This capital raise provides Armour Residential REIT with additional funds, potentially strengthening its financial position and enabling further investment or operational flexibility.

Risk Assessment

Risk Level: medium — Preferred stock offerings can impact existing shareholder equity and may indicate a need for capital, but the specific terms and use of funds are key to assessing the overall risk.

Key Numbers

• $100M — Gross Proceeds (Raised from the Series C Preferred Shares offering.)
• 10.00% — Dividend Rate (The fixed rate for the Series C Preferred Shares.)

Key Players & Entities

• Armour Residential REIT, Inc. (company) — The company filing the report and issuing preferred shares.
• 10.00% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Shares (security) — The specific class of preferred shares offered.
• $100 million (dollar_amount) — The approximate gross proceeds raised from the offering.
• June 21, 2024 (date) — The date the offering closed and the report was filed.

FAQ

Key Financial Figures

• $0.001 — New York Stock Exchange Common Stock, $0.001 par value ARR New York Stock Exchange
• $25.00 — Preferred Stock (liquidation preference $25.00 per share) (the "Series C Preferred Sto

Filing Documents

• arr-20240621.htm (8-K) — 47KB
• exhibit11amendmentno2toequ.htm (EX-1.1) — 43KB
• exhibit12amendmentno1toequ.htm (EX-1.2) — 34KB
• exhibit51arrjune2024prosup.htm (EX-99.1) — 10KB
• 0001428205-24-000157.txt ( ) — 317KB
• arr-20240621.xsd (EX-101.SCH) — 4KB
• arr-20240621_def.xml (EX-101.DEF) — 15KB
• arr-20240621_lab.xml (EX-101.LAB) — 27KB
• arr-20240621_pre.xml (EX-101.PRE) — 16KB
• arr-20240621_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Common Stock ATM On June 20, 2024, ARMOUR Residential REIT, Inc. ("ARMOUR" or the "Company") entered into Amendment No. 2 (the "Second Common Stock Sales Agreement Amendment"), pursuant to which ARMOUR added BTIG, LLC ("BTIG") to the Equity Sales Agreement, dated July 26, 2023 (the "Original Common Stock Sales Agreement"), with BUCKLER Securities LLC, an affiliate of the Company ("BUCKLER"), JonesTrading Institutional Services LLC ("Jones"), Citizens JMP Securities LLC ("Citizens JMP"), Ladenburg Thalmann & Co. Inc. ("Ladenburg Thalmann") and B. Riley Securities, Inc. ("B. Riley Securities") as sales agents and the Company's external manager, ARMOUR Capital Management LP ("ACM"), as amended by Amendment No. 1, dated October 25, 2023 (the "First Common Stock Sales Agreement Amendment"), pursuant to which the Company added StockBlock Securities LLC ("StockBlock," and together with BUCKLER, JonesTrading, Citizens JMP, Ladenburg Thalmann and BTIG, the "Common ATM Agents") to the Original Common Stock Sales Agreement (as amended by the First Common Stock Sales Agreement Amendment and the Second Common Stock Sales Agreement Amendment, the "Amended Common Stock Sales Agreement"). The purpose of the Second Common Stock Sales Agreement Amendment was to, among other things, add BTIG as a party to the Original Common Stock Sales Agreement. The Amended Common Stock Sales Agreement relates to an "at the market offering" ("ATM") program (the "Common ATM Offering") and the shares of common stock, par value $0.001 per share (the "Common Stock"), to be sold in the Common ATM Offering will be issued pursuant to a prospectus supplement (the "Common ATM Prospectus Supplement") filed with the Securities and Exchange Commission on June 20, 2024, in connection with the Company's effective shelf registration statement on Form S-3 (Registration No. 333-278327). ARMOUR originally established the Common Stock equity sales program on

01. Other Events

Item 8.01. Other Events As previously disclosed pursuant to Current Reports on Form 8-K filed by the Company with the Commission and in Item 1.01 of this Current Report on Form 8-K, which is incorporated herein by reference, the Company has adopted the following equity offering programs: 1. the Common Stock ATM Program. The Company has sold 3,328,743 shares of its Common Stock under the Amended Common Stock Sales Agreement as of the date of this Current Report on Form 8-K; 2. the Preferred Stock ATM Program. The Company has sold 3,396,978 shares of its Series C Preferred Stock under the Amended Series C Sales Agreement as of the date of this Current Report on Form 8-K; and 3. (a) the 2012 Dividend Reinvestment and Stock Purchase Plan (the "2012 Plan") relating to the offer and sale of up to 35,513 shares of the Company's Common Stock pursuant to the terms of the 2012 Plan and (b) the 2013 Dividend Reinvestment and Stock Purchase Plan (the "2013 Plan") relating to the offer and sale of up to an additional 750,000 shares of the Company's Common Stock pursuant to the terms of the 2013 Plan, which 2013 Plan is essentially identical by its terms to the 2012 Plan. The 2012 Plan and 2013 Plan both permit the Company's stockholders to automatically reinvest all or a portion of their cash dividends on their shares of the Common Stock and interested investors to purchase shares of the Common Stock. The Company has sold 816,487 shares of its Common Stock under the 2012 Plan and has not sold any shares of its Common Stock under the 2013 Plan as of the date of this Current Report on Form 8-K; On June 20, 2024, the Company filed with the Commission the Common ATM Prospectus Supplement and the Preferred ATM Prospectus Supplement, and on June 21, 2024, the Company filed with the Commission updated prospectus supplements with respect to the 2012 Plan and the 2013 Plan, to its new base prospectus dated March 28, 2024 (the "Base Prospectus," and together with each prospectus

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 1.1 Amendment No. 2, dated June 20, 2024, by and among ARMOUR Residential REIT, Inc. and ARMOUR Capital Management LP, and BUCKLER Securities LLC, JonesTrading Institutional Services LLC, Citizens JMP Securities, LLC, Ladenburg Thalmann & Co. Inc., B. Riley Securities, Inc., StockBlock Securities LLC and BTIG, LLC. 1.2 Amendment No. 1, dated June 20, 2024, among ARMOUR Residential REIT, Inc., ARMOUR Capital Management LP, B. Riley Securities, Inc., BUCKLER Securities LLC and BTIG, LLC. 5.1 Opinion of Holland & Knight LLP 23.1 Consent of Holland & Knight LLP (included in Exhibit 5.1) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: June 21, 2024 ARMOUR RESIDENTIAL REIT, INC. By: /s/ Gordon M. Harper Name: Gordon M. Harper Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR