Annaly Capital Management Inc. has completed its exchange offer for all of MTGE Investment Corp.'s outstanding common shares.
The company has extended the exchange offer three times prior to its completion.
A total of 34,632,768 MTGE common shares, representing about 75.62% of its common shares, were tendered in the exchange offer.
Of these, holders of 5,739,769 shares elected to receive the mixed consideration; holders of 5,462,059 shares elected to receive the all-cash consideration; and holders of 23,430,939 shares elected to receive the all-stock consideration.
MTGE common shareholders will receive cash in lieu of fractional shares of Annaly common stock.
Furthermore, Annaly completed its acquisition of MTGE through a second-step merger of MTGE with Mountain Merger Sub Corp., a subsidiary of Annaly, without a vote of MTGE shareholders.
Upon closing, MTGE became a subsidiary of Annaly. MTGE common shares and its series A preferred shares will no longer trade on Nasdaq.
Wells Fargo Securities and Sandler O'Neill & Partners were financial advisers to Annaly, while Wachtell Lipton Rosen & Katz was the company's legal adviser.