0001104659-24-047286.txt : 20240415 0001104659-24-047286.hdr.sgml : 20240415 20240415162500 ACCESSION NUMBER: 0001104659-24-047286 CONFORMED SUBMISSION TYPE: FWP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240415 DATE AS OF CHANGE: 20240415 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MFA FINANCIAL, INC. CENTRAL INDEX KEY: 0001055160 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 133974868 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP SEC ACT: 1934 Act SEC FILE NUMBER: 333-267632 FILM NUMBER: 24844940 BUSINESS ADDRESS: STREET 1: 350 PARK AVENUE STREET 2: 20TH FL CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122076400 MAIL ADDRESS: STREET 1: 350 PARK AVE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: MFA MORTGAGE INVESTMENTS DATE OF NAME CHANGE: 20020809 FORMER COMPANY: FORMER CONFORMED NAME: AMERICA FIRST MORTGAGE INVESTMENTS INC DATE OF NAME CHANGE: 19980211 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MFA FINANCIAL, INC. CENTRAL INDEX KEY: 0001055160 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 133974868 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP BUSINESS ADDRESS: STREET 1: 350 PARK AVENUE STREET 2: 20TH FL CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122076400 MAIL ADDRESS: STREET 1: 350 PARK AVE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: MFA MORTGAGE INVESTMENTS DATE OF NAME CHANGE: 20020809 FORMER COMPANY: FORMER CONFORMED NAME: AMERICA FIRST MORTGAGE INVESTMENTS INC DATE OF NAME CHANGE: 19980211 FWP 1 tm2411796d3_fwp.htm FWP

 

Filed Pursuant to Rule 433 of the Securities Act of 1933

Issuer Free Writing Prospectus dated April 15, 2024

Relating to Preliminary Prospectus Supplement dated April 15, 2024

Registration No. 333-267632

 

Pricing Terms

 

MFA Financial, Inc.

 

$75,000,000
9.000% Senior Notes due 2029

 

Pricing Term Sheet
April 15, 2024

 

Issuer: MFA Financial, Inc., a Maryland corporation (the “Company”)
   
Title of the Securities: 9.000% Senior Notes due 2029
   
Type of Offering: SEC Registered
   
Principal Amount: $75,000,000
   
Over-Allotment Option: Up to $11,250,000 aggregate principal amount of Notes within 30 days of the date hereof
   
Type of Note: Fixed rate note
   
Stated Maturity Date: August 15, 2029
   
Interest Rate: 9.000%
   
Trade Date: April 15, 2024
   
Settlement Date: April 17, 2024 (T + 2)
   
Interest Payment Dates: Each February 15, May 15, August 15 and November 15, commencing on August 15, 2024. If an interest payment date falls on a non-business day, the applicable interest payment will be made on the next business day and no additional interest will accrue as a result of such delayed payment

 

 

 

  

Interest Periods: The initial interest period will be the period from and including April 17, 2024, to, but excluding, the initial interest payment date, and the subsequent interest periods will be the periods from and including an interest payment date to, but excluding, the next interest payment date or the stated maturity date, as the case may be
Day Count Basis: 360-day year of twelve 30-day months
   
Issue Price: $25.00
   
Price to Issuer: $24.2125
   
Net Proceeds to the Issuer, before Expenses:

$72,637,500 total assuming the option is not exercised 

   
Denominations: $25.00 and integral multiples of $25.00 in excess thereof
   
Optional Redemption: The Notes may be redeemed in whole or in part at any time or from time to time at the Company’s option on or after August 15, 2026, upon not less than 30 days nor more than 60 days written notice to holders prior to the redemption date, at a redemption price equal to 100% of the outstanding principal amount of the Notes to be redeemed plus accrued and unpaid interest to, but excluding, the redemption date
   
CUSIP / ISIN:

CUSIP: 55272X 805

ISIN: US55272X8056

   
Rating:* BBB- (Egan-Jones)
   
Listing: The Company intends to apply to list the Notes on the New York Stock Exchange under the trading symbol “MFAO” and expects trading of the Notes to commence within 30 days after the original issue date
   
Joint Book-Running Managers: Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, UBS Securities LLC, Wells Fargo Securities, LLC and Piper Sandler & Co.
   
Trustee: Wilmington Trust, National Association

 

*            Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

 

This communication is intended for the sole use of the person to whom it is provided by the issuer.

 

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The issuer has filed a registration statement (including a base prospectus dated September 27, 2022) and a preliminary prospectus supplement dated April 15, 2024 with the Securities and Exchange Commission (“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 issuer and this offering.

 

You may get these documents for free by visiting EDGAR on the SEC 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 and related preliminary prospectus supplement if you request them from Morgan Stanley & Co. LLC by calling 1-800-584-6837, RBC Capital Markets, LLC by calling 1-866-375-6829 or by emailing rbcnyfixedincomeprospectus@rbccm.com, UBS Securities LLC by calling 1-888-827-7275, Wells Fargo Securities, LLC by calling 1-800-645-3751 or by emailing wfscustomerservice@wellsfargo.com or Piper Sandler & Co. by emailing fsg-dcm@psc.com.

  

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