Benefit Street Partners Realty Trust, Inc (“BSPRT” or the
“Company”) announced that its Board of Directors has declared a
third quarter 2021 common dividend of $0.355 per common share. The
dividend is payable on or about October 1, 2021 to common
stockholders of record as of September 30, 2021.
Important Additional Information About the
Merger and Where to Find It
In connection with the proposed merger transaction contemplated
by the Agreement and Plan of Merger, dated as of July 25, 2021, by
and among BSPRT, Rodeo Sub I, LLC, a Maryland limited liability
company and a wholly owned subsidiary of BSPRT (“Merger Sub”),
Capstead Mortgage Corporation (“Capstead”) and, solely for the
purposes set forth therein, Benefit Street Partners L.L.C., a
Delaware limited liability company, pursuant to which, subject to
the terms and conditions therein, Capstead will be merged with and
into Merger Sub, with Merger Sub continuing as the surviving
company (such transaction, the “Merger”), BSPRT has filed with the
U.S. Securities and Exchange Commission (the “SEC”) a registration
statement on Form S-4 (File No. 333-258947), which was declared
effective by the SEC on September 3, 2021. The registration
statement includes a prospectus of BSPRT and a proxy statement of
Capstead. Capstead and BSPRT also expect to file with the SEC other
documents regarding the Merger.
STOCKHOLDERS OF CAPSTEAD ARE ADVISED TO READ THE REGISTRATION
STATEMENT AND THE PROXY STATEMENT/PROSPECTUS (INCLUDING ALL OTHER
RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS
WELL AS ANY AMENDMENTS AND SUPPLEMENTS TO THESE DOCUMENTS)
CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT
INFORMATION ABOUT CAPSTEAD, BSPRT, THE PROPOSED MERGER AND RELATED
MATTERS. Stockholders of BSPRT and Capstead may obtain free copies
of the registration statement, the proxy statement/prospectus and
all other documents filed or that will be filed with the SEC by
Capstead or BSPRT on the SEC’s website at http://www.sec.gov.
Copies of documents filed with the SEC by Capstead are available
free of charge on Capstead’s website at
http://www.capstead.com/investor-relations/financial-reports/sec-filings.
Copies of documents filed with the SEC by BSPRT are available free
of charge on BSPRT’s website at
https://benefitstreetpartners.com/our-business/funds/bsprt/bsprt-investor-relations/.
Participants in the Solicitation Relating to
the Merger
Capstead, BSPRT and their respective directors, executive
officers and other members of management and employees may be
deemed to be “participants” in the solicitation of proxies from the
stockholders of Capstead in connection with the proposed Merger.
Information regarding Capstead and its directors and executive
officers and their ownership of common stock of Capstead can be
found in Capstead’s annual report on Form 10-K for the fiscal year
ended December 31, 2020 and in its definitive proxy statement
relating to its 2021 annual meeting of stockholders filed with the
SEC on April 1, 2021. Information regarding BSPRT and its directors
and executive officers and their ownership of common stock of BSPRT
can be found in BSPRT’s annual report on Form 10-K for the fiscal
year ended December 31, 2020 and in its definitive proxy statement
relating to its 2021 annual meeting of stockholders filed with the
SEC on April 8, 2021. Other information regarding the participants
in the proxy solicitation and a description of their direct and
indirect interests, by security holdings or otherwise, is contained
in the proxy statement/prospectus and other relevant materials
filed with the SEC regarding the proposed merger on September 7,
2021. Stockholders of Capstead should read the proxy
statement/prospectus carefully before making any voting or
investment decisions. Investors may obtain free copies of these
documents from BSPRT or Capstead using the sources indicated
above.
No Offer or Solicitation
This communication and the information contained herein does not
constitute an offer to sell or the solicitation of an offer to buy
or sell any securities or a solicitation of a proxy or of any vote
or approval, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offering of securities
shall be made, except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended. This communication may be deemed to be solicitation
material in respect of the proposed merger.
About Benefit Street Partners Realty
Trust
Benefit Street Partners Realty Trust, Inc. (“BSPRT”) is a
publicly-registered, private real estate investment trust that
originates, acquires and manages a diversified portfolio of
commercial real estate debt secured by properties located in the
United States. As of June 30, 2021, BSPRT had over $3 billion of
assets. BSPRT is externally managed by Benefit Street Partners
L.L.C. For further information, please visit
www.bsprealtytrust.com.
About Benefit Street Partners
Benefit Street Partners L.L.C (“BSP”) is a leading
credit-focused alternative asset management firm with over $34
billion in assets under management as of July 31, 2021. BSP manages
assets across a broad range of complementary credit strategies,
including private/opportunistic debt, structured credit, high
yield, special situations, and commercial real estate. Based in New
York, the BSP platform was established in 2008. BSP is a wholly
owned subsidiary of Franklin Templeton. For further information,
please visit www.benefitstreetpartners.com.
About Franklin Templeton
Franklin Resources, Inc. (NYSE:BEN) is a global investment
management organization with subsidiaries operating as Franklin
Templeton and serving clients in over 165 countries. Franklin
Templeton’s mission is to help clients achieve better outcomes
through investment management expertise, wealth management and
technology solutions. Through its specialist investment managers,
the company brings extensive capabilities in equity, fixed income,
multi-asset solutions and alternatives. With offices in more than
30 countries and approximately 1,300 investment professionals, the
California-based company has over 70 years of investment experience
and over $1.5 trillion in assets under management as of August 31,
2021. For more information, please visit franklinresources.com.
About Capstead
Formed in 1985 and based in Dallas, Texas, Capstead Mortgage
Corporation (NYSE: CMO) is a self-managed real estate investment
trust, or REIT, for federal income tax purposes. Capstead earns
income from investing in a leveraged portfolio of primarily
residential adjustable-rate mortgage pass-through securities,
referred to as ARM securities, issued and guaranteed by
government-sponsored enterprises, either Fannie Mae or Freddie Mac,
or by an agency of the federal government, Ginnie Mae.
Cautionary Statement Concerning
Forward-Looking Statements
This communication contains statements that constitute
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Statements can
generally be identified as forward-looking because they include
words such as “believes,” “anticipates,” “expects,” “would,”
“could,” or words of similar meaning. Such forward-looking
statements include or may relate to statements about the benefits
of the proposed merger involving BSPRT and Capstead and statements
that address operating performance, events or developments that
BSPRT expects or anticipates will occur in the future, including
but not limited to statements regarding future financial and
operating results, plans, objectives, expectations and intentions,
anticipated leadership and governance changes, changes to
outstanding structure of BSPRT’s capital stock, creation of value
for stockholders, operation and implementation of share repurchase
programs, benefits of the proposed merger to customers,
stockholders and other constituents of the combined company, the
integration of BSPRT and Capstead, and other non-historical
statements. These statements are based on the companies’ current
expectations and beliefs and are subject to a number of trends and
uncertainties that could cause actual results to differ materially
from those described in the forward-looking statements; BSPRT can
give no assurance that its expectations will be attained. Factors
that could cause actual results to differ materially from BSPRT’s
expectations include, but are not limited to, the risk that the
merger will not be consummated within the expected time period or
at all; the occurrence of any event, change or other circumstance
that could give rise to the termination of the merger agreement;
the failure to satisfy the conditions to the consummation of the
proposed merger, including the approval of the stockholders of
Capstead; risks related to the disruption of management’s attention
from ongoing business operations due to the proposed merger; the
availability of suitable investment or disposition opportunities;
changes in interest rates; the availability and terms of financing;
the impact of the COVID-19 pandemic on the operations and financial
condition of each of BSPRT and Capstead and the industries in which
they operate; general financial and economic conditions, which may
be affected by government responses to the COVID-19 pandemic;
market conditions; legislative and regulatory changes that could
adversely affect the business of BSPRT or Capstead; and other
factors, including those set forth in the section entitled “Risk
Factors” in the proxy statement/prospectus, BSPRT’s and Capstead’s
most recent Annual Reports on Form 10-K, as amended, and Quarterly
Reports on Form 10-Q filed with the SEC, and other reports filed by
BSPRT and Capstead with the SEC, copies of which are available on
the SEC’s website, www.sec.gov. Forward-looking statements are not
guarantees of performance or results and speak only as of the date
such statements are made. Except as required by law, neither BSPRT
nor Capstead undertakes any obligation to update or revise any
forward-looking statement in this communication, whether to reflect
new information, future events, changes in assumptions or
circumstances or otherwise
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210929005857/en/
Amy Theaumont Vice President, Investor Relations (617) 433-2543
a.theaumont@benefitstreetpartners.com
Capstead Mortgage (NYSE:CMO)
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