Bimini Capital Management, Inc. (OTCBB: BMNM):
- Approximately 5.5% of Shareholders Elected All Stock. These Shareholders to receive their $0.65 per Share Dividend solely in Shares of Class A Common Stock, which equates to approximately 2.826 shares of Class A Common Stock.
- Shareholders Electing to receive the Dividend in Cash to Receive Approximately $0.0688 per Share in Cash and $0.5812 per Share in Class A Common stock, which equates to approximately 2.527 shares of Class A Common Stock.
- Total Shares Outstanding after Payment of Dividend Approximately 100 million.
Bimini Capital Management, Inc. (OTCBB: BMNM)("Bimini Capital" or the "Company"), a real estate investment trust ("REIT"), announced that on January 19, 2010 it paid the special dividend of $0.65 per share that was previously announced on November 9, 2009, to holders of record as of December 9, 2009. A total of approximately $1.8 million in cash and 72.4 million shares of Class A Common stock were distributed in connection with the special dividend.
Shareholders had the right to elect to receive their special dividend in either all cash or all shares of the Company's Class A Common stock; however, the amount of cash payable pursuant to the special dividend was limited to 10% of the aggregate value of the special dividend, or approximately $1.8 million.
Shareholders owning approximately 5.5% of the securities entitled to receive the special dividend elected to receive all shares of the Company's Class A Common stock. Based on the price calculation described below, those shareholders will receive 2.826 shares of Class A Common stock per share.
The remaining security holders entitled to receive the special dividend will receive a combination of cash and shares of the Class A Common stock. Based on the price calculation described below, these security holders will receive 2.527 shares of Class A Common stock and cash of $0.0688 per share.
For purposes of determining the number of shares to be issued, the Company tabulated, in accordance with the provisions of the Notice of Dividend Election distributed earlier this month, the volume weighted average share price ("VWAP") over the Measurement Period of Monday, January 11, 2010, Tuesday, January 12, 2010, and Wednesday, January 13, 2010. The VWAP's for each day were then averaged, based on the volume of shares traded each day, and then rounded to arrive at a per share price of $0.23 per share. As a result of this share price, approximately 70.7 million shares of the Company's Class A Common stock were issued to our shareholders in this dividend. In addition, the Company issued approximately 1.7 million shares to members of management in connection with share based awards granted previously that entitled recipients to receive the same dividends that are paid to Class A Common stock. Members of management received the special dividend in the exact combination of cash and stock paid to shareholders who did not receive all stock.
As of Tuesday, January 19, 2010, there are approximately 100.1 million shares of the Company's Class A Common Stock outstanding.
The Company has distributed the necessary funds as well as the computation of the shares to be issued to its transfer agent. Individual distributions of cash and shares to the Company's various shareholders will be coordinated by the Depository Trust Company ("DTC") in concert with the Company's transfer agent. Cash and/or share amounts distributed may not reach shareholder accounts on January 19th owing to logistical complexities stemming from the need to round share distributions to whole share amounts and the tabulation and payment of related additional cash distributions to compensate for the rounding.
Although the dividend was paid on January 19, 2010, it will be treated as paid to shareholders on December 31, 2009 for Federal income tax purposes and will be includible in a shareholder's taxable income as of that date.
The Company anticipates releasing its operating results for the 4th quarter and year ended December 31, 2009 in mid-February.
About Bimini Capital Management
Bimini Capital Management, Inc. is a REIT that invests primarily in, but is not limited to, residential mortgage-related securities issued by the Federal National Mortgage Association (Fannie Mae), the Federal Home Loan Mortgage Corporation (Freddie Mac) and the Government National Mortgage Association (Ginnie Mae). Its objective is to earn returns on the spread between the yield on its assets and its costs, including the interest expense on the funds it borrows.
Statements herein relating to matters that are not historical facts are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, including but not limited to any financial or operating results during the fourth quarter of 2009. The reader is cautioned that such forward-looking statements are based on information available at the time and on management's good faith belief with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in such forward-looking statements. Important factors that could cause such differences are described in Bimini Capital Management, Inc.'s filings with the Securities and Exchange Commission, including Bimini Capital Management, Inc.'s most recent Annual Report on Form 10-K or Quarterly Report on Form 10-Q. Bimini Capital Management, Inc. assumes no obligation to update forward-looking statements to reflect subsequent results, changes in assumptions or changes in other factors affecting forward-looking statements.
Contacts:
Bimini Capital Management, Inc.
Robert E. Cauley, 772-231-1400
Chairman
and Chief Executive Officer
www.biminicapital.com
