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8-KAccepted Sep 17, 4:36 PM ET

Ellington Financial Inc. Issues $150M 7.375% Senior Notes Due 2030

EFCEllington Financial Inc.

Accepted (ET)

4:36 PM

Sep 17, 2026

Filed

Sep 17, 2026

Documents

14

Size

265.8 KB

Summary

Ellington Financial Inc. Issues $150M 7.375% Senior Notes Due 2030

Updated

What Happened

  • Ellington Financial Inc. and certain subsidiaries (the “Issuers”) announced the closing of a private offering of $150.0 million aggregate principal amount of additional 7.375% unsecured senior notes due September 30, 2030. The Notes were issued September 17, 2026 under the indenture dated October 6, 2025 (supplemented on September 17, 2026) and were sold to qualified institutional buyers under Rule 144A and to non‑U.S. persons under Regulation S.

Key Details

  • Principal and maturity: $150.0 million aggregate principal; maturity date September 30, 2030.
  • Interest and payments: 7.375% fixed annual rate, paid semi‑annually on March 31 and September 30, beginning September 30, 2026 (first record date Sept 17, 2026).
  • Ranking and guarantee: Senior unsecured obligations of the Issuers, pari passu with other senior debt, effectively subordinated to secured debt; fully and unconditionally guaranteed by Ellington Financial Inc. (Parent Guarantee) and structurally subordinated to liabilities of non‑guarantor subsidiaries.
  • Other terms: Optional redemption provisions (make‑whole before 9/30/2027; declining redemption premiums in 2027–2028; 100% in 2029+), a 101% purchase right on certain change‑of‑control triggering events, and covenants including a required Consolidated Unencumbered Assets to Unsecured Indebtedness ratio of at least 1.20 to 1.0. Net proceeds expected to be used for general corporate purposes, including repaying part of repurchase agreement borrowings and funding asset purchases.

Why It Matters

  • The offering raises $150M of fixed‑rate unsecured financing for Ellington, increasing available capital for asset purchases and to reduce short‑term repo borrowings.
  • The 7.375% coupon represents the company’s fixed interest cost on this tranche; because the notes are unsecured and structurally subordinated to non‑issuer subsidiaries, recovery for these noteholders would be limited relative to secured creditors in a default.
  • The covenant requiring a minimum unencumbered‑asset coverage ratio and the change‑of‑control and redemption features affect creditor protections and the company’s refinancing flexibility—important factors for investors assessing credit risk and capital structure.

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