Rithm Property Trust Announces Public Offering of Series C Preferred Stock

Business Wire 25-Feb-2025 7:55 AM

Rithm Property Trust Inc. (formerly known as Great Ajax Corp.) (NYSE:RPT, "RPT" or the "Company")) announced today the commencement of a public offering of shares of the Company's Series C Fixed-to-Floating Cumulative Redeemable Preferred Stock (the "Series C Preferred Stock") with a $25.00 per share liquidation preference. In connection with the offering, the Company expects to grant the underwriters an option for a period of 30 days to purchase additional shares of Series C Preferred Stock solely to cover over-allotments. The Company intends to use the net proceeds from the offering for investments and general corporate and working capital purposes.

Following the offering, the Company intends to file an application to list the Series C Preferred Stock on the New York Stock Exchange.

Janney Montgomery Scott LLC, BTIG, LLC and Piper Sandler & Co. are acting as book-running managers for the offering, and Lucid Capital Markets, LLC, JonesTrading Institutional Services LLC and Wedbush Securities Inc. are acting as co-managers for the offering.

The offering is being made pursuant to the Company's effective shelf registration statement filed with the Securities and Exchange Commission (the "SEC"). The offering is being 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 supplement and the prospectus may be obtained from Janney Montgomery Scott, Attention: Syndicate Department, 60 State Street, Boston, Massachusetts 02109, by telephone at (617) 557-2975 or by emailing prospectus@janney.com; BTIG, Attention: Debt Capital Markets, 65 East 55^th Street, New York, New York 10022, by telephone at (212) 593-7555 or by emailing BTIG-IBD-DebtCapitalMarkets@btig.com or Piper Sandler, Attention: DCM/Syndicate, 1251 Avenue of the Americas, 6th Floor, New York, New York 10020, by telephone at (866) 805-4128 or by emailing fsg-dcm@psc.com.

This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, 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 RITHM PROPERTY TRUST

Rithm Property Trust is a real estate investment platform externally managed by an affiliate of Rithm Capital Corp. (NYSE:RITM). Rithm Property Trust has historically focused on acquiring, investing in and managing re-performing loans and non-performing loans secured by single-family residences and commercial properties. In connection with its recent strategic transaction with Rithm Capital Corp., the Company is transitioning to a flexible commercial real estate focused investment strategy. Rithm Property Trust is a Maryland corporation that is organized and conducts its operations to qualify as a real estate investment trust (REIT) for federal income tax purpose.

FORWARD-LOOKING STATEMENTS

This press release contains certain information which constitutes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as "may," "will," "seek," "believes," "intends," "expects," "projects," "anticipates," "plans" and "future" or similar expressions are intended to identify forward-looking statements. Examples of forward-looking statements in this press release include, without limitation, statements regarding the proposed offering of the Series C Preferred Stock, the expected use of the net proceeds from the offering, the listing of the shares of Series C Preferred Stock sold in this offering on the New York Stock Exchange and the Company's expectations concerning market conditions for an offering of the Series C Preferred Stock. These statements are not historical facts. These forward-looking statements represent management's current expectations regarding future events and are subject to the inherent uncertainties in predicting future results and conditions, many of which are beyond our control. Accordingly, you should not place undue reliance on any forward-looking statements contained herein. No assurance can be given that the offering discussed above will be consummated, or that the net proceeds of the offering will be used as indicated. Consummation of the offering and the application of the net proceeds of the offering are subject to numerous possible events, factors and conditions, many of which are beyond the control of the Company and not all of which are known to it, including, without limitation, market conditions and those described under the heading "Risk Factors" in the prospectus supplement relating to the offering and in the Company's most recent annual and quarterly reports filed with the SEC. The Company undertakes no obligation to update the information contained in this press release to reflect subsequently occurring events or circumstances and expressly disclaims any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law.

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Investor Relations 646-868-5483 ir@rithmpropertytrust.com Source: Rithm Property Trust Inc.