Issuer:
Newcastle Investment Corp.
Security:
8.375%
Series D
Cumulative Redeemable Preferred Stock, $.01 par value per share (“Series D
Preferred Stock”)
Liquidation
preference:
$25.00
per share
Size:
2,000,000
shares of Series D Preferred Stock
(aggregate liquidation amount $50,000,000)
Over-allotment
option:
The
underwriters have an option to purchase up to 300,000 additional shares of
Series D Preferred Stock within 30 days from March 12, 2007 to cover
over-allotments, if any
No
maturity:
No
stated maturity; not redeemable until on or after March 15, 2012 (subject
to
limited exceptions described in the preliminary prospectus supplement dated
March 7, 2007)
Payment
dates:
January
31, April 30, July 31, October 31, commencing on July 31, 2007
Type
of offering:
SEC
registered
Public
offering price: $25.00
per share of Series D Preferred Stock, plus accrued distributions, if any,
from
the date of original issue
Expected
net proceeds (excluding expenses): Approximately $48,425,000
after deducting the underwriting discount (and assuming no exercise by the
underwriters of their over-allotment option)
Distribution
rate: 8.375%
per year of the liquidation preference, or $2.09375 per year per share of
Series
D Preferred Stock, cumulative from date of original issuance
Special
distribution rate:
During
any period of time that both (i) the Series D Preferred Stock is not listed
on
the New York Stock Exchange, the American Stock Exchange or the NASDAQ Stock
Market, and (ii) Newcastle Investment Corp. is not subject to the reporting
requirements of the Securities Exchange Act of 1934, as amended, but shares
of
Series D Preferred Stock are outstanding, the distribution rate will be
increased to 9.375% per year of the liquidation preference, or $2.34375 per
year
per share of Series D Preferred Stock
Settlement
date: March
15,
2007
|
Underwriters:
|
Bear,
Stearns & Co. Inc.
|
| |
Stifel,
Nicolaus & Company,
Incorporated
|
CUSIP
number: 65105M
405
ISIN
number: US65105M4050
The
issuer has filed a registration statement (including a preliminary prospectus
supplement and a related prospectus) with the SEC for the offering to which
this
communication relates. Before you invest, you should read the preliminary
prospectus supplement and the related prospectus in that registration statement
and other documents the issuer has filed with the SEC for more complete
information about the issuer and this offering. You may get these documents
for
free by visiting EDGAR on the SEC’s web site at www.sec.gov. Alternatively, the
issuer, any underwriter or any dealer participating in the offering will
arrange
to send you the prospectus if you request it by calling Bear, Stearns & Co.
Inc. toll-free at 800-999-2000.