UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
+Added: Issuer Purchases of Equity Securities
+Added: On June 3, 2021, we entered into a Rule 10b5-1 repurchase plan with Wells Fargo Securities, LLC (the “10b5-1 Plan”).
+Added: Pursuant to the 10b5-1 Plan, Wells Fargo Securities, LLC, as our agent, will buy in the open market up to $25.0 million in shares of our common stock in the aggregate during the period beginning on the date that is four full calendar weeks from the closing of the IPO and ending 12 months thereafter, unless terminated sooner as specified in the 10b5-1 Plan, including if all the capital committed to the 10b5-1 Plan has been exhausted prior thereto, and otherwise on the terms set forth in the 10b5-1 Plan.
+Added: Purchases pursuant to the 10b5-1 Plan commenced in July 2021.
+Added: The following table sets forth the number of shares and average price of shares purchased in each month of the third quarter of 2021:
+Added: Month Total number of shares purchased (1)
+Added: Average price paid per share
+Added: July 1, 2021 to July 31, 2021 22,673 $ 17.64
+Added: August 1, 2021 to August 31, 2021 19,542 $ 17.93
+Added: September 1, 2021 to September 30, 2021 55,237 $ 16.75
+Added: (1) In June 2021, the Company announced the 10b5-1 Plan, pursuant to which Wells Fargo Securities, LLC, as our agent, will buy in the open market up to $25.0 million in shares of our common stock in the aggregate during the period beginning on the date that is four full calendar weeks from the closing of the IPO and ending 12 months thereafter, unless terminated sooner as specified in the 10b5-1 Plan, including if all the capital committed to the 10b5-1 Plan has been exhausted prior thereto, and otherwise on the terms set forth in the 10b5-1 Plan.
+Added: All shares purchased were purchased as part of the publicly-announced 10b5-1 Plan described above.
Unregistered Sales of Equity Securities
−Removed: Concurrently with the completion of the IPO in June 2021, CPPIB Credit Investments Inc.
−Removed: purchased 2,105,263 shares of the Company’s common stock at a price equal to $19.00 per share.
−Removed: The Company received cash proceeds of approximately $40.0 million from the sale of such shares of the Company’s common stock.
−Removed: These shares of the Company’s common stock were issued in reliance on the exemption set forth in Section 4(a)(2) of the Securities Act because the shares were issued in a transaction that did not involve any public offering.
−Removed: No underwriters were involved in this transaction, and no underwriting discounts or commissions were paid .
+Added: There were no unregistered sales of equity securities during the quarter ended September 30, 2021.
Use of Proceeds from Registered Securities
−Removed: The Registration Statement (File No.
−Removed: 333-256301) relating to the IPO registered 9,257,500 shares of common stock, $0.01 par value per share, with a maximum aggregate offering price of up to $194.4 million.
−Removed: The Registration Statement was declared effective by the SEC on June 16, 2021.
−Removed: The Company sold a total of 7,200,000 shares of its common stock in the IPO for gross proceeds of $136.8 million.
−Removed: The IPO was completed on June 21, 2021.
−Removed: The joint book-running managers of the IPO were Wells Fargo Securities, LLC, BofA Securities, Inc., Morgan Stanley & Co.
−Removed: LLC, and UBS Securities LLC.
−Removed: The book-runner of the IPO was B.
−Removed: Riley Securities, Inc.
−Removed: The co-managers of the IPO were Nomura Securities International, Inc.
−Removed: and Oppenheimer & Co.
−Removed: Angel Oak Capital, an affiliate of the Manager, agreed to pay the underwriting discounts and commissions in connection with the IPO.
−Removed: Such underwriting discounts and commissions were approximately $8.2 million.
−Removed: Angel Oak Capital also agreed to pay all of the Company’s expenses incurred in connection with the IPO.
−Removed: Such expenses were approximately $4.4 million.
−Removed: All of the underwriting discounts and commissions and other expenses were direct or indirect payments to persons other than:
−Removed: (i) the Company’s directors, officers or any of their associates;
−Removed: (ii) persons owning ten percent (10%) or more of the Company’s common stock;
−Removed: or (iii) the Company’s affiliates.
−Removed: The $136.8 million of proceeds from the IPO, together with the $40.0 million of proceeds from the private placement of stock to CPPIB Credit Investments Inc.
−Removed: referred to above, were contributed to the Operating Partnership in exchange for units of limited partnership interest in the Operating Partnership.
−Removed: Through June 30, 2021, the Operating Partnership used the proceeds from the IPO to acquire non-QM loans and other target assets primarily sourced from its affiliates in a manner consistent with the Company’s strategy and investment guidelines..
+Added: There were no registered sales of equity securities during the quarter ended September 30, 2021.
DEFAULTS UPON SENIOR SECURITIES
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.