Terms

Series

7.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock

Liquidation Preference

$25.00

Coupon Rate

7.5%

Rate Type

Fixed To Floating

Annual Dividend

$1.88

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

Yes

Convertible

Yes

Callable

Yes

First Call Date

August 15, 2024

First Call Price

$25.00

Capital Stack Ranking

Junior To: All Existing And Future Indebtedness And Other Liabilities Of New Residential Investment Corp., All Indebtedness, Liabilities, And Preferred Equity Of Subsidiaries; Pari Passu With: Other Equity Securities Not Expressly Senior Or Junior To Series A Preferred Stock; Senior To: Common Stock, Equity Securities Expressly Subordinated To Series A Preferred Stock

Regulatory (Basel III) Call

No

Tax Classification

Reit Passthrough

Qualifies for QDI

No

Qualifies for DRD

No

Shares Offered

5,400,000

Prospectus Summary

New Residential Investment Corp. (NYSE: NRZ), an externally managed REIT focused on residential real estate investments, is offering 5,400,000 shares of its Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock at a $25.00 liquidation preference per share. The stock pays a fixed 7.50% per annum ($1.875/share annually, $0.46875/quarter) through August 14, 2024, then resets to three-month LIBOR plus 580.2 basis points quarterly thereafter. The Series A is callable at $25.00 on or after August 15, 2024, is perpetual with no mandatory redemption, and is cumulative — meaning any missed dividends accrue and must be paid in full before any distributions can be made to common stockholders. The Series A Preferred Stock sits above NRZ's common stock but is structurally subordinated to all existing and future debt and liabilities of New Residential and its subsidiaries — as of March 31, 2019, approximately $23.4 billion in indebtedness and liabilities ranked senior. Because NRZ is a holding company and substantially all operations and assets reside in subsidiaries, holders of the Series A are effectively junior to all subsidiary-level creditors and preferred equity. There is no Tier 1 regulatory capital call provision; instead, NRZ retains a right to redeem the shares prior to August 15, 2024 solely to preserve its REIT tax qualification or upon a Change of Control event. At the $25.00 offering price, the Series A yields 7.50% during the fixed-rate period, with quarterly payments on approximately February 15, May 15, August 15, and November 15; record dates fall roughly one month prior to each payment. As a REIT, NRZ's preferred dividends are generally taxed as ordinary income and are not expected to qualify for the preferential 15%/20% qualified dividend income (QDI) rate for individuals or the dividends-received deduction (DRD) for corporate holders. Dividend payments could be interrupted if NRZ's existing or future debt covenants restrict dividend authorization or payment, or if sufficient surplus under Delaware law is unavailable; however, the cumulative feature means any skipped dividends must be made whole before any common distribution resumes.

Summarized from the SEC prospectus filing.

Distribution History

Floating Rate Terms

Conversion Terms

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If dividends on the Series A Preferred Stock are in arrears, New Residential is generally restricted from paying dividends on its common stock or other junior equity securities; additionally, certain debt covenants may restrict the company from paying or setting apart dividends on the Series A Preferred Stock.

Other Preferreds from Rithm Capital Corp.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 42 (Average)