Dynex Capital to Acquire Full Control of Dynex Capital, LLC
Ticker: DX-PC · Form: 8-K · Filed: Dec 19, 2024 · CIK: 826675
| Field | Detail |
|---|---|
| Company | Dynex Capital Inc (DX-PC) |
| Form Type | 8-K |
| Filed Date | Dec 19, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.01 |
| Sentiment | neutral |
Sentiment: neutral
Topics: acquisition, subsidiary, ownership
TL;DR
Dynex Capital buying out Carlyle's stake in Dynex Capital, LLC. Full control incoming.
AI Summary
Dynex Capital, Inc. announced on December 18, 2024, that it has entered into a definitive agreement to acquire the remaining 50% interest in Dynex Capital, LLC from an affiliate of The Carlyle Group. This transaction will result in Dynex Capital, Inc. owning 100% of Dynex Capital, LLC. The acquisition is expected to close in the first quarter of 2025.
Why It Matters
This move consolidates ownership of Dynex Capital, LLC under Dynex Capital, Inc., potentially simplifying operations and strategic decision-making.
Risk Assessment
Risk Level: medium — Acquisitions carry inherent risks related to integration, financing, and potential unforeseen liabilities.
Key Players & Entities
- Dynex Capital, Inc. (company) — Registrant and acquirer
- Dynex Capital, LLC (company) — Subsidiary being fully acquired
- The Carlyle Group (company) — Seller of the remaining interest
- December 18, 2024 (date) — Date of the definitive agreement
- first quarter of 2025 (date) — Expected closing period for the acquisition
FAQ
What is the primary purpose of this 8-K filing?
This 8-K filing announces Dynex Capital, Inc.'s definitive agreement to acquire the remaining 50% interest in Dynex Capital, LLC from an affiliate of The Carlyle Group.
Who is selling the remaining interest in Dynex Capital, LLC?
An affiliate of The Carlyle Group is selling the remaining 50% interest in Dynex Capital, LLC.
What will be the ownership structure of Dynex Capital, LLC after the transaction?
Upon closing, Dynex Capital, Inc. will own 100% of Dynex Capital, LLC.
When is the acquisition expected to be completed?
The acquisition is expected to close in the first quarter of 2025.
What was Dynex Capital, Inc.'s previous ownership stake in Dynex Capital, LLC?
Prior to this agreement, Dynex Capital, Inc. owned 50% of Dynex Capital, LLC, with the other 50% owned by an affiliate of The Carlyle Group.
Filing Stats: 915 words · 4 min read · ~3 pages · Grade level 14 · Accepted 2024-12-19 17:05:06
Key Financial Figures
- $0.01 — ch registered Common Stock, par value $0.01 per share DX New York Stock Exchange
Filing Documents
- dx-20241218.htm (8-K) — 35KB
- bdochangeinauditorletter.htm (EX-16.1) — 2KB
- 0000826675-24-000138.txt ( ) — 207KB
- dx-20241218.xsd (EX-101.SCH) — 2KB
- dx-20241218_def.xml (EX-101.DEF) — 17KB
- dx-20241218_lab.xml (EX-101.LAB) — 29KB
- dx-20241218_pre.xml (EX-101.PRE) — 17KB
- dx-20241218_htm.xml (XML) — 4KB
01 Changes in Registrant's Certifying Accountant
Item 4.01 Changes in Registrant's Certifying Accountant Dismissal of Independent Registered Public Accounting Firm On December 18, 2024, the Audit Committee (" Audit Committee ") of the Board of Directors (" Board ") of Dynex Capital, Inc. (the " Company ") dismissed BDO USA, P.C. (" BDO ") as the Company's independent registered public accounting firm, effective upon completion by BDO of its audit of the Company's consolidated financial statements for the fiscal year ending December 31, 2024 and the filing of the Company's 2024 Annual Report on Form 10-K. The Audit Committee and Board participated in and approved the decision to change the Company's independent registered public accounting firm. BDO's reports on the Company's consolidated financial statements as of and for the fiscal years ended December 31, 2023 and 2022 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. During the fiscal years ended December 31, 2023 and 2022, and the subsequent interim periods through December 18, 2024, there were no "disagreements" within the meaning of Item 304(a)(1)(iv) of Regulation S-K between the Company and BDO on any matters of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to BDO's satisfaction, would have caused BDO to make reference thereto in their reports. The Company provided BDO with a copy of the disclosures it is making in this Current Report on Form 8-K and requested that BDO furnish a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made herein. A copy of BDO's letter, dated December 19, 2024, is filed as Exhibit 16.1 to this Current Report on Form 8-K. Appointment of Independent Registered Public Accounting Firm Following an extensive evaluation process, on December 18, 2024, the Audit Committee approved, and the Board
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description of Exhibit 16.1 Letter from BDO USA, P.C., dated December 19 , 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE 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. DYNEX CAPITAL, INC. Date: December 19, 2024 By: /s/ Robert S. Colligan Robert S. Colligan Executive Vice President, Chief Financial Officer, Chief Operating Officer, and Secretary (Principal Financial Officer)