Terms

Series

6.50% Series E Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock

Liquidation Preference

$25.00

Coupon Rate

6.5%

Rate Type

Fixed To Floating

Annual Dividend

$1.62

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

Yes

Convertible

Yes

Callable

Yes

First Call Date

October 15, 2024

First Call Price

$25.00

Capital Stack Ranking

Junior To: All Existing And Future Indebtedness, Indebtedness Of Subsidiaries, Any Future Senior Equity Securities; Pari Passu With: 7.750% Series B Cumulative Redeemable Preferred Stock, 7.000% Series C Fixed-To-Floating Rate Cumulative Redeemable Preferred Stock, 6.875% Series D Fixed-To-Floating Rate Cumulative Redeemable Preferred Stock; Senior To: Common Stock, All Junior Equity Securities

Regulatory (Basel III) Call

No

Tax Classification

Reit Passthrough

Qualifies for QDI

No

Qualifies for DRD

No

Depositary Share Fraction

0.001

Shares Offered

14,000,000

Prospectus Summary

AGNC Investment Corp., a mortgage REIT, is offering 14,000,000 depositary shares (ticker: AGNCO), each representing a 1/1,000th interest in a share of its 6.50% Series E Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, with a liquidation preference equivalent to $25.00 per depositary share. Dividends are paid at a fixed 6.50% annual rate ($1.625 per depositary share, or ~$0.40625 per quarter) through October 14, 2024, then convert to three-month LIBOR plus 4.993% per annum, reset quarterly. The security is cumulative, meaning any unpaid dividends accrue and must be paid before any distributions can be made to common stockholders—providing holders a meaningful layer of protection against temporary earnings shortfalls. Series E Preferred Stock sits senior to AGNC's common stock and all junior equity, and on parity with the existing Series B ($175M liquidation value), Series C ($325M), and Series D ($235M) preferred series. However, it is structurally subordinate to all of AGNC's debt obligations—at June 30, 2019, approximately $96.2 billion of indebtedness ranked ahead of this preferred, the vast majority being repurchase agreement borrowings. As a holding company issuer investing through leveraged repo-funded portfolios, in a liquidation scenario preferred holders would only be paid after all creditors and subsidiary liabilities are satisfied. There is no bank-style Tier 1 regulatory call; instead, the issuer retains a REIT preservation redemption right pre-October 2024 and a special optional redemption upon a Change of Control. At the $25.00 public offering price, the effective yield at par is 6.50% during the fixed-rate period, payable quarterly on January 15, April 15, July 15, and October 15, beginning January 15, 2020. As a REIT, AGNC's preferred dividends are generally not eligible for the qualified dividend income (QDI) preferential 15%/20% tax rate for individuals, nor the dividends-received deduction (DRD) for corporate holders—they are typically taxed as ordinary income. If six or more quarterly dividend payments are missed (consecutively or not), holders gain limited voting rights to elect two additional board directors, but the issuer's heavy leverage and repo-driven business model means dividend continuity is contingent on sustained REIT taxable income and adequate surplus under Delaware law.

Summarized from the SEC prospectus filing.

Distribution History

Floating Rate Terms

Conversion Terms

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If six or more quarterly dividends on the Series E Preferred Stock are in arrears (whether or not consecutive), holders gain the right to elect two additional board directors; certain debt instruments may restrict dividend payments. No common or junior preferred dividends may be paid while Series E preferred dividends are in arrears.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 55 (Average)