Anworth Stockholders Approve Merger with Ready Capital Corporation

Anworth Mortgage Asset Corporation (NYSE: ANH) announced that at its special meeting of stockholders held today, conducted by means of a virtual meeting held live over the internet, Anworth stockholders approved the merger transaction (the “Merger”) in which Anworth will merge with and into RC Merger Subsidiary, LLC, a Delaware limited liability company (“Merger Sub”) and a wholly owned subsidiary of Ready Capital Corporation (NYSE: RC) (“Ready Capital”), with Merger Sub continuing as the surviving company, pursuant to the previously announced Agreement and Plan of Merger entered into among Ready Capital, Merger Sub and Anworth on December 6, 2020. At the special meeting, approximately 52.58% of the outstanding shares of common stock, par value $0.01 per share, of Anworth (“Anworth common stock”) were voted, with approximately 95.24% of the votes cast in favor of the Anworth merger proposal.

The Merger is expected to close on March 19, 2021, subject to customary closing conditions. As a result of the Merger, among other things, each share of Anworth common stock outstanding at the effective time of the Merger will be converted into the right to receive from Ready Capital 0.1688 shares of common stock, par value $0.0001 per share, of Ready Capital (“Ready Capital common stock”), plus $0.61 in cash. Cash will be paid in lieu of any fractional shares of Ready Capital common stock that would have been received as a result of the Merger.

In addition, as a result of the Merger, (i) each share of Anworth’s 8.625% Series A Cumulative Preferred Stock, par value $0.01 per share, will be converted into the right to receive one share of Ready Capital’s 8.625% Series B Cumulative Preferred Stock, par value $0.0001 per share; (ii) each share of Anworth’s 6.25% Series B Cumulative Convertible Preferred Stock, par value $0.01 per share, will be converted into the right to receive one share of Ready Capital’s 6.25% Series C Cumulative Convertible Preferred Stock, par value $0.0001 per share; and (iii) each share of Anworth’s 7.625% Series C Cumulative Redeemable Preferred Stock, par value $0.01 per share, will be converted into the right to receive one share of Ready Capital’s 7.625% Series D Cumulative Redeemable Preferred Stock, par value $0.0001 per share.