Ellington Credit Co. Files Proxy Materials

TL;DR

Ellington Credit Co. filed proxy docs, shareholders vote soon.

AI Summary

Ellington Credit Co. filed a Definitive Additional Materials proxy statement on October 25, 2024. This filing relates to the company's proxy materials, which are typically used for shareholder meetings to vote on corporate matters. The filing does not contain specific financial figures or details about the proposals being voted on, but it indicates that the company is providing supplemental information to its shareholders.

Why It Matters

This filing indicates that Ellington Credit Co. is engaging with its shareholders regarding corporate governance and decision-making processes. Shareholders should review these materials to understand upcoming votes and their implications.

Risk Assessment

Risk Level: low — This is a routine filing for proxy materials and does not inherently indicate significant financial risk or operational changes.

Key Players & Entities

• Ellington Credit Co (company) — Registrant
• 0001560672-24-000122 (filing_id) — Accession Number
• 20241025 (date) — Filing Date

FAQ

Filing Documents

• proxysupplement2024-issxgl.htm (DEFA14A) — 31KB
• 0001560672-24-000122.txt ( ) — 32KB

From the Filing

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the registrant x Filed by a party other than the registrant Check the appropriate box Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement x Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 Ellington Credit Company (Name of Registrant as Specified in its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of filing fee (Check the appropriate box) x No fee required Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11 (1) Title of each class of securities to which transaction applies (2) Aggregate number of securities to which transaction applies (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined) (4) Proposed maximum aggregate value of transaction. (5) Total fee paid Fee paid previously with preliminary materials. Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2), and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number or the Form or Schedule and the date of its filing. (1) Amount Previously Paid (2) Form, Schedule, or Registration Statement No. (3) Filing Party (4) Date Filed. ISS Joins Glass Lewis in Recommending EARN Shareholders Vote "FOR" Proposals Related to Strategic Transformation Ellington Credit Company Strongly Encourages Shareholders to Vote "For" the Transformation by Monday October 28 OLD GREENWICH, Conn., October 25, 2024—Ellington Credit Company (NYSE EARN) (the Company) today announced that Institutional Shareholder Services Inc. (ISS) became the second leading independent proxy advisory firm, joining Glass Lewis, to recommend that shareholders of the Company vote "FOR" the proposals (the Conversion Proposals) set forth by the Board of Trustees of the Company (the Board) that would allow the Company to complete its conversion to a closed-end investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act") (a "registered closed-end fund"), which would be treated as a regulated investment company (a "RIC") under the Internal Revenue Code of 1986, as amended. "I am pleased that ISS and Glass Lewis recognize the benefits to EARN's shareholders of our planned conversion to a registered closed-end fundRIC focused on corporate CLOs, and are supportive of our Board of Trustees' recommendation to vote "FOR" the Conversion Proposals," said Laurence Penn, Chief Executive Officer and President of the Company. "The RIC conversion would enable us to complete our strategic transformation, which we believe will provide for greater risk-adjusted returns over the long term, while also affording shareholders with the additional protections provided by the 1940 Act. In addition, we anticipate a more favorable cost of capital as a RIC to support future earnings. "As a RIC, we would generally not be subject to corporate income tax. If the conversion is not approved by shareholders, however, we would operate as a taxable C-Corporation and be subject to corporate income tax. We would also need to hold a portfolio of Agency MBS pools to maintain our exemption from the 1940 Act, and thus be unable to complete the full transition of our investment portfolio to corporate CLOs. As previously announced, the Company's 2024 annual meeting of shareholders (the "Annual Meeting") will be held on Wednesday October 30, 2024 at 1000 a.m., Eastern Time, in virtual-only meeting format, to consider and vote upon, among other items, the Conversion Proposals. "Every vote is important and we strongly encourage all shareholders of the Company to follow the recommendations of ISS, Glass Lewis, and the Board of Trustees by voting "FOR" the Conversion Proposals. We recommend that you enter your vote by Monday October 28, 2024, in order to ensure adequate time for tabulation prior to the Annual Meeting," added Mr. Penn. If shareholders of the Company have any questions or need assistance in voting their shares, they should contact the Company's proxy solicitor, Sodali, Co., by calling +1 (800) 662-5200. In addition, you may contact the Company's Investor Relations representatives, at +1 (212) 257-4170 or by email at ellingtongasthalter.com. Following consummation of the events described in the Conversion Proposals, the Company's common shares will continue to be listed on the New York Stock Exchange under the ticker symbol "EARN." About Ellington Credit Company Elling

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View this DEFA14A filing on SEC EDGAR