A paragraph has been added to the end of the release.
The updated release reads:
NEW RESIDENTIAL ANNOUNCES PUBLIC OFFERING OF COMMON STOCK
New Residential Investment Corp. (NYSE: NRZ; “New Residential” or the
“Company”) announced today its intention to offer 20,000,000 shares of
its common stock in an underwritten public offering, subject to market
conditions. The underwriters may offer the shares from time to time for
sale in one or more transactions on the New York Stock Exchange, in the
over-the-counter market, through negotiated transactions or otherwise at
market prices prevailing at the time of sale, at prices related to
prevailing market prices or at negotiated prices.
In connection with the offering, the Company expects to grant the
underwriters an option for a period of 30 days to purchase up to an
additional 3,000,000 shares of common stock.
The Company intends to use the net proceeds from this offering (i) to
fund a portion of its previously announced acquisitions of approximately
$33 billion unpaid principal balance (“UPB”) of conventional mortgage
servicing rights (“MSRs”) from Walter Investment Management Corp. (NYSE:
WAC) (“Walter”) pursuant to an agreement, subject to certain closing
conditions, and approximately $35 billion UPB of MSR representing
substantially all of the assets of Walter Capital Opportunity, LP and
its subsidiaries and certain related assets of Walter, based on an
agreement in principle subject to the execution of definitive binding
agreements (collectively, the “Walter Transactions”) and (ii) for
general corporate purposes. In the event that all or any portion of the
Walter Transactions are not completed, the Company intends to use the
net proceeds from this offering for general corporate purposes,
including, but not limited to, making additional investments.
Citigroup, Barclays, J.P. Morgan and UBS Investment Bank are acting as
the underwriters for the offering.
The offering will be made pursuant to the Company’s effective shelf
registration statement filed with the Securities and Exchange Commission
(the “SEC”). The offering will be made only by means of a prospectus and
a related prospectus supplement. Prospective investors should read the
prospectus supplement and the prospectus in that registration statement
and other documents the Company has filed or will file with the SEC for
more complete information about the Company and the offering. You may
obtain these documents for free by visiting EDGAR on the SEC’s website
at www.sec.gov.
Alternatively, copies of the prospectus and prospectus supplement may be
obtained from Citigroup, c/o Broadridge Financial Solutions, 1155 Long
Island Avenue, Edgewood, NY 11717, telephone: (800) 831-9146; Barclays
Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island
Avenue, Edgewood, NY 11717, email: Barclaysprospectus@broadridge.com,
telephone: (800) 831-9146; J.P. Morgan, c/o Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone
at (866) 803-9204; or UBS Investment Bank, Attn: Prospectus Department,
1285 Avenue of the Americas, New York, NY 10019, telephone: (888)
827-7275.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy shares of common stock, nor shall there
be any sale of these 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.
ABOUT NEW RESIDENTIAL
New Residential focuses on opportunistically investing in, and
actively managing, investments related to residential real estate. The
Company primarily targets investments in mortgage servicing related
assets and other related opportunistic investments. New Residential is
organized and conducts its operations to qualify as a real estate
investment trust for federal income tax purposes. The Company is managed
by an affiliate of Fortress Investment Group LLC (NYSE: FIG), a global
investment management firm.
FORWARD-LOOKING STATEMENTS
Certain statements in this press release may constitute
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995, including, but not limited to statements
relating to the offering and the intended use of proceeds of the
offering. These statements are based on management’s 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, many of which are
beyond our control. The Company can give no assurance that its
expectations will be attained. Accordingly, you should not place undue
reliance on any forward-looking statements contained in this press
release.
For a discussion of some of the risks and important factors that
could affect such forward-looking statements, see the sections entitled
“Risk Factors” in the prospectus supplement and the prospectus related
to the offering and in the Company’s Annual Report on Form 10-K and
Quarterly Reports on Form 10-Q, as well as the sections entitled
“Management’s Discussion and Analysis of Financial Condition and Results
of Operations” incorporated by reference in the prospectus supplement
related to the offering from the Company’s Annual Report on Form 10-K
and Quarterly Reports on Form 10-Q. In addition, new risks and
uncertainties emerge from time to time, and it is not possible for the
Company to predict or assess the impact of every factor that may cause
its actual results to differ from those contained in any forward-looking
statements. Such forward-looking statements speak only as of the date of
this press release. The Company expressly disclaims any obligation to
release publicly any updates or revisions to any forward-looking
statements contained herein to reflect any change in the Company’s
expectations with regard thereto or change in events, conditions or
circumstances on which any statement is based.
The Company may file a registration statement (including a
prospectus) with the SEC for the offering to which this communication
relates. Before you invest, you should read the prospectus in that
registration statement and other documents the issuer has filed with the
SEC for more complete information about the Company and this offering.
You may get these documents for free by visiting EDGAR on the SEC Web
site at www.sec.gov.
Alternatively, the company will arrange to send you the prospectus after
filing if you request it by calling 212-479-3150 .

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