-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PgXS3ChWyX1IfaSSPktmFz2vfSRWyUNi7hLPtzCSYt64KOjOQmQ72XANPtbqOKod DIJaJmNktaZ2Rge4zaqIgA== 0000930661-97-001409.txt : 19970528 0000930661-97-001409.hdr.sgml : 19970528 ACCESSION NUMBER: 0000930661-97-001409 CONFORMED SUBMISSION TYPE: 424B5 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970527 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAPSTEAD MORTGAGE CORP CENTRAL INDEX KEY: 0000766701 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 752027937 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B5 SEC ACT: 1933 Act SEC FILE NUMBER: 333-26865 FILM NUMBER: 97614512 BUSINESS ADDRESS: STREET 1: 2711 NORTH HASKELL AVE STREET 2: STE 900 CITY: DALLAS STATE: TX ZIP: 75204 BUSINESS PHONE: 2148742323 MAIL ADDRESS: STREET 1: 2711 NORTH HASKELL AVENUE STREET 2: STE 900 CITY: DALLAS STATE: TX ZIP: 75204 FORMER COMPANY: FORMER CONFORMED NAME: LOMAS MORTGAGE CORP DATE OF NAME CHANGE: 19891105 424B5 1 PROSPECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(5) SEC File No. 333-26865 PROSPECTUS SUPPLEMENT (TO PROSPECTUS DATED MAY 16, 1997) CAPSTEAD MORTGAGE CORPORATION 59,650 SHARES SHARES OF COMMON STOCK (PAR VALUE OF $0.01) 9,000 SHARES SHARES OF $1.26 CUMULATIVE CONVERTIBLE PREFERRED, SERIES B (PAR VALUE OF $.10) ---------------- Pursuant to a Sales Agency Agreement dated as of December 6, 1995 (the "Common Stock Sales Agency Agreement") between Capstead Mortgage Corporation (the "Company") and PaineWebber Incorporated ("PaineWebber") (as amended by Amendment No. 1 thereto dated as of September 10, 1996 and Amendment No. 2 thereto dated as of March 4, 1997) which has been filed as an exhibit to the Registration Statement of which this Prospectus Supplement is a part and which is incorporated by reference herein, the Company has sold, through PaineWebber, as agent of the Company, 59,650 shares of the Company's common stock, par value $.01 per share (the "Common Stock"), pursuant to ordinary brokers' transactions on the New York Stock Exchange (the "NYSE"). Pursuant to a Sales Agency Agreement dated as of September 17, 1996 (the "Preferred Stock Sales Agency Agreement") between the Company and PaineWebber (as amended by Amendment No. 1 thereto dated as of March 4, 1997), which has been filed as an exhibit to the Registration Statement of which this Prospectus Supplement is a part and which is incorporated herein by reference, the Company has sold through PaineWebber, as agent of the Company, 9,000 shares of the Company's $1.26 Cumulative Convertible Preferred, Series B, par value $.10 per share (the "Series B Preferred Stock") pursuant to ordinary brokers' transactions on the NYSE. COMMON STOCK Shares sold during Pricing Period... May 19, 1997 through May 23, 1997 3,000 Average Market Price Shares 56,650 Additional Shares 59,650 Total Shares Sold
Arithmetic Mean of the High and Low Sales Prices of the Shares reported on the NYSE (the "Average Market Price") for each Trading Day of the Pricing Period:
AVERAGE (OR TOTAL) 5/19/97 5/20/97 5/21/97 5/22/97 5/23/97 FOR PRICING PERIOD -------- -------- -------- -------- -------- ------------------ $23.1875 $23.0000 $23.4375 $23.7500 $23.8750 $23.4500
High and Low Sales Prices at which Average Market Shares were sold during pricing period...................... $23.875 $23.125
Average Market Price Shares: Gross Proceeds to Company...................................... $ 70,350.00 2% Discount.................................................... $ 1,407.00 ------------- Net Proceeds to Company........................................ $ 68,943.00 Gross Sales Proceeds........................................... $ 71,500.00 Compensation to Agent.......................................... $ 2,557.00 ------------- Net Proceeds to Company........................................ $ 68,943.00
Additional Shares Sold: Gross Proceeds to Company...................................... $1,340,906.25 Commission to Agent............................................ $ 26,818.13 ------------- Net Proceeds to Company........................................ $1,314,088.12 Total Net Proceeds to Company ................................. $1,383,031.12 Total Compensation to Agent.................................... $ 29,375.13
On the last day of the Pricing Period, the last reported sales price of the Shares on the NYSE was.......................................... $23.875 SERIES B PREFERRED STOCK Pricing Period.................. May 19, 1997 through May 23, 1997 Shares of Preferred Stock sold.......... 3,000 Average Market Price Shares 6,000 Additional Shares 9,000 Total Shares Sold
Arithmetic Mean of the High and Low Sales Prices of the Shares reported on the NYSE (the "Average Market Price") for each Trading Day of the Pricing Period:
AVERAGE FOR 5/19/97 5/20/97 5/21/97 5/22/97 5/23/97 PRICING PERIOD -------- -------- -------- -------- -------- -------------- $16.3750 $16.3750 $16.6250 $16.9375 $16.9375 $16.6500
High and Low Sales Prices at which Average Market Shares were sold during pricing period...................... $17.000 $16.375
Average Market Price Shares: Gross Proceeds to Company....................................... $ 49,950.00 2% Discount..................................................... $ 999.00 ----------- Net Proceeds to Company......................................... $ 48,951.00 Gross Proceeds to Agent......................................... $ 50,750.00 Compensation to Agent........................................... $ 1,799.00 ----------- Net Proceeds to Company......................................... $ 48,951.00
Additional Shares Sold: Gross Proceeds to Company........................................ $100,750.00 Commission to Agent.............................................. $ 2,015.00 ----------- Net Proceeds to Company.......................................... $ 98,735.00 Total Net Proceeds to Company ................................... $147,686.00 Total Compensation to Agent...................................... $ 3,814.00
On May 23, 1997, the last reported sales price of the shares of Series B Preferred Stock on the NYSE was $17.000 per share. Note: S.E.C. fees were not used in arriving at any of the above figures. THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. THE ATTORNEY GENERAL OF THE STATE OF NEW YORK HAS NOT PASSED ON OR ENDORSED THE MERITS OF THIS OFFERING. ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL. ---------------- THE DATE OF THIS PROSPECTUS SUPPLEMENT IS MAY 27, 1997. -----END PRIVACY-ENHANCED MESSAGE-----