New York Mortgage Trust Announces $20 Million Investment Led by JMP Group
03 Dezember 2007 - 1:00PM
PR Newswire (US)
JMP Group and Certain of its Affiliates to Purchase Convertible
Preferred Stock NEW YORK, Dec. 3 /PRNewswire-FirstCall/ -- New York
Mortgage Trust, Inc. (OTC:NMTR) (BULLETIN BOARD: NMTR) ("NYMT" or
the "Company") today announced that it has agreed to issue $20
million of convertible preferred stock to JMP Group Inc. (NYSE:JMP)
and certain of its affiliates. In addition, James J. Fowler, a
Managing Director of JMP Asset Management LLC, a wholly owned
subsidiary of JMP Group, will become non-executive Chairman of NYMT
upon closing of the investment. The terms of the convertible
preferred stock include a conversion price of $4.00 per common
share of NYMT, representing a 14% premium to NYMT's closing share
price on November 30, 2007. The preferred dividend is 10% and is
subject to increase in the event that any future dividends on NYMT
common stock exceed $0.10 per quarter. Proceeds from the offering
are to be used to finance purchases of Agency mortgage-backed
securities and other mortgage- related investments. To enhance the
Company's ability to access a broader range of attractive
investment opportunities, it has agreed to retain JMP Asset
Management to manage investments held by NYMT subsidiaries
Hypotheca Capital, LLC and New York Mortgage Funding, LLC. In
addition to his duties as Chairman, Mr. Fowler will serve as Chief
Investment Officer of the subsidiaries. Mr. Fowler's appointment
and the advisory agreement with JMP Asset Management will become
effective upon closing of the investment by JMP Group and its
affiliates, which is expected to take place within the next 30 days
and is subject to customary conditions. David Akre, Vice Chairman
and Co-Chief Executive Officer of NYMT, said, "We are pleased to
have received a strong vote of confidence from JMP, as evidenced
both by the $20 million investment in our Company and by JMP's
long- term commitment to serve NYMT as the investment manager of
our subsidiaries." Steven Mumma, Co-Chief Executive Officer,
President and Chief Financial Officer of NYMT commented, "We are
excited to have Jim Fowler join us as Chairman, bringing his years
of mortgage REIT industry experience to the benefit of our Company
and its shareholders. As the Chief Investment Officer of our
subsidiaries, he will be responsible for implementing our new
alternative investment strategies, including the utilization of the
net operating loss carry-forward in Hypotheca Capital, LLC." "New
York Mortgage Trust is an ideal partner for JMP," said Mr. Fowler.
"Over the years, we have learned that periods of market dislocation
are the best times to deploy fresh capital, and in NYMT we have
found the right platform and team to immediately take advantage of
today's compelling investment opportunities in the mortgage-backed
securities markets." Concurrent with the closing of the investment
by JMP Group and its affiliates, NYMT's Board of Directors will be
restructured to reduce costs to the Company and to reflect NYMT's
new business strategy. In the restructuring, Directors Steven B.
Schnall, Mary Dwyer Pembroke, Jerome F. Sherman and Thomas W. White
have agreed to step down upon closing of the JMP investment. "We
greatly appreciate the dedication Steven, Mary, Jerry and Tom have
shown to NYMT as well as their commitment to seeing the Company
through to this important point in its history," said David R.
Bock, Chairman of the Company's Nominating & Corporate
Governance Committee. "Each has served NYMT well through a
challenging period, and we thank them profusely for their loyalty
and their recognition of the Company's need to adjust the size and
composition of the Board at this time." The Company also announced
that Steven M. Abreu has agreed to be nominated to serve on the
Board of Directors. Mr. Abreu will be appointed to fill one of the
vacancies on the Board effective upon closing of the JMP
investment. Mr. Abreu is currently the Chief Executive Officer and
President of GreenPoint Mortgage Funding, Inc. Prior to joining
GreenPoint, Mr. Abreu was Executive Vice President of Headlands
Mortgage Company and a Vice President in Donaldson, Lufkin &
Jenrette's mortgage-backed securities department. He has been a
member of Fannie Mae's National Advisory Council and the
Residential Board of Governors of the Mortgage Bankers Association.
Milestone Advisors, LLC acted as financial advisor and Hunton &
Williams LLP served as legal advisor to New York Mortgage Trust in
this transaction. Kirkpatrick & Lockhart Preston Gates Ellis
LLP served as legal advisor to JMP Group and its affiliates.
Conference Call On Monday, December 3, 2007, at 2:00 p.m. EST, New
York Mortgage Trust will hold a conference call to discuss this
transaction with investors. The conference call dial-in number is
(800) 240-6709. A replay of the call will be available until
December 14 and will be accessible by dialing (303) 590- 3000; the
passcode will be 11104045#. A live audio webcast of the conference
call will be accessible via the Internet, on a listen-only basis,
at http://www.earnings.com/ or at the Investor Relations section of
the Company's website at http://www.nymtrust.com/. Please allow
extra time, prior to the call, to visit the site and download the
software necessary to listen to the Internet broadcast. An online
archive of the webcast will remain available for approximately 90
days. Forward-Looking Statements Certain statements contained in
this press release may be deemed to be forward-looking statements
that predict or describe future events or trends. The matters
described in these forward-looking statements are subject to known
and unknown risks, uncertainties and other unpredictable factors,
many of which are beyond the Company's control. The Company faces
many risks that could cause its actual performance to differ
materially from the results predicted by its forward-looking
statements, including, without limitation, that a rise in interest
rates may cause a decline in the market value of the Company's
assets, prepayment rates may change, borrowings to finance the
purchase of assets may not be available or may not be available on
favorable terms, the Company may not be able to maintain its
qualification as a REIT for federal tax purposes, the Company may
become affected by the risks associated with investing in mortgage
loans, including changes in loan delinquencies, and the Company's
hedging strategies may not be effective. The reports that the
Company files with the Securities and Exchange Commission contain a
fuller description of these and many other risks to which the
Company is subject. Because of those risks, the Company's actual
results, performance or achievements may differ materially from the
results, performance or achievements contemplated by its
forward-looking statements. The information set forth in this news
release represents management's current expectations and
intentions. The Company assumes no responsibility to issue updates
to the forward-looking matters discussed in this press release.
About New York Mortgage Trust New York Mortgage Trust, Inc. is a
self-advised real estate investment trust (REIT) engaged in the
investment in and management of high credit quality residential
adjustable rate mortgage (ARM) loans and mortgage-backed securities
(MBS). As of March 31, 2007, the Company exited the mortgage
lending business. The Company's portfolio is comprised of
securitized, high- credit-quality, adjustable and hybrid ARM loans
and purchased MBS. Historically, at least 98% of the portfolio has
been rated "AA" or "AAA." As a REIT, the Company is not subject to
federal income tax, provided that it distributes at least 90% of
its REIT income to stockholders. About JMP Group JMP Group Inc. is
a full-service investment banking and asset management firm that
provides investment banking, sales and trading, and equity research
services to corporate and institutional clients and alternative
asset management products and services to institutional and
high-net-worth investors. JMP Group operates through two
subsidiaries, JMP Securities and JMP Asset Management. DATASOURCE:
New York Mortgage Trust, Inc. CONTACT: Investor and Media, Steven
Mumma, New York Mortgage Trust, Inc., +1-212-792-0107, , or Andrew
Palmer, JMP Group Inc., +1-415-835-8978, Web site:
http://www.nymtrust.com/
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