SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): December 2, 2002
ANTHRACITE CAPITAL, INC.
(Exact name of Registrant as Specified in Charter)
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Maryland 001-13937 13-397-8906
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(State or Other
Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
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40 East 52nd Street, New York, NY 10022
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (212) 409-3333
N/A
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS
On December 2, 2002, Anthracite Capital, Inc. (the
"Company") issued a press release. A copy of the press release is filed as
exhibit 99.1 hereto and incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS.
(c) Exhibits.
99.1 Press Release issued by the Company, dated December 2, 2002.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
ANTHRACITE CAPITAL, INC.
By: /s/ Robert L. Friedberg
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Name: Robert L. Friedberg
Title: Secretary
Dated: December 2, 2002
EXHIBIT INDEX
Designation Description
99.1 Press Release issued by the Company, dated December 2, 2002.
Exhibit 99.1
Anthracite Capital Prices $304 Million Secured Debt Offering to Match
Fund Credit Sensitive Assets
NEW YORK--(BUSINESS WIRE)--Dec. 2, 2002-- Secured Debt has a weighted average
life of 8.5 years and an average fixed rate cost of funds on bonds placed of
5.6%
Anthracite Capital, Inc. (NYSE: AHR) (the "Company") today announced the
pricing of $303,633,000 of non-recourse debt offered through Anthracite CDO II
Ltd. and Anthracite CDO II Corp. (collectively the "CDO").
The debt will be secured by a portfolio of Commercial Mortgage Backed
Securities and unsecured debt of publicly traded commercial real estate
operating companies. The CDO issued debt rated AAA through BB. The Company
will privately place the debt rated AAA through BBB- and will retain certain
bonds rated BBB- and BB. The weighted average credit rating of all bonds
privately placed is expected to be approximately A+. The transaction is
expected to close on December 10, 2002.
The terms of the offering permit the Company to contribute to the CDO up to
$50 million of additional CMBS acquired over the next nine months. The
additional CMBS will be purchased with proceeds from a credit facility, which
will be funded upon the closing of the CDO transaction (the "Ramp Facility").
The debt issuance including the Ramp Facility is intended to match the
Company's existing portfolio assets and similar assets to be purchased with
long-term liabilities. The Company intends to account for this transaction on
its balance sheet as a financing. The Company will use the proceeds of this
offering to replace short-term liabilities currently used to finance its
credit sensitive portfolio. All debt placed will carry a fixed rate or will be
hedged to create a total fixed cost of funds of approximately 5.6% after
issuance expenses. The transaction is expected to provide approximately $26
million of additional cash for reinvestment which will be employed in the near
term to pay down debt. The Company will retain $26,850,000 of the lowest rated
bonds, which may be placed in the future, as the Company's liquidity needs
change. The securities offered by the CDO have not been and will not be
registered under the Securities Act of 1933, as amended, or any state
securities or "blue sky" laws and may not be offered or sold in the United
States absent registration or an applicable exemption from registration
requirements.
Richard Shea, COO/CFO of the Company, stated: "This transaction is a
continuation of the Company's strategy of match funding credit sensitive
assets with non-recourse secured debt to increase the quality of the Company's
earnings. The innovation of the Ramp Facility provides the Company with
significant flexibility by putting in place advance match funding for credit
sensitive assets to be purchased after closing. The return on equity is
expected to be sufficient to support the Company's current dividend payout
over the long term."
Certain matters discussed in this press release may constitute forward-looking
statements within the meaning of the federal securities laws. This press
release is not an offer to sell or a solicitation of an offer to buy any
security. The Company's actual results could differ materially from those
anticipated in such forward-looking statements as a result of certain factors,
including those detailed from time to time in The Company's reports and
filings with the Securities and Exchange Commission.
Forward Looking Statements. This report and other statements made by the
Company may contain forward-looking statements within the meaning of the
Private Securities Litigation Reform Act with respect to the Company's future
financial or business performance, strategies or expectations. Forward-looking
statements are typically identified by words or phrases such as "pipeline,"
"believe," "comfortable," "expect," "current," "intention," "estimate,"
"position," "assume," "potential," "outlook," "continue," "remain,"
"maintain," "sustain," "seek," "achieve," and similar expressions, or future
or conditional verbs such as "will," "would," "should," "could," "may" or
similar expressions. The Company cautions that forward-looking statements are
subject to numerous assumptions, risks and uncertainties, which change over
time. Forward-looking statements speak only as of the date they are made, and
the Company assumes no duty to update forward-looking statements. Actual
results could differ materially from those anticipated in forward-looking
statements and future results could differ materially from historical
performance. In addition to factors previously disclosed in The Company's
reports filed with the Securities and Exchange Commission (the "SEC") and
reports or documents identified elsewhere in this press release, the following
factors, among others, could cause actual results to differ materially from
forward-looking statements or historical performance: (1) the introduction,
withdrawal, success and timing of business initiatives and strategies; (2)
changes in political, economic or industry conditions, the interest rate
environment or financial and capital markets; (3) the impact of increased
competition; (4) the impact of future acquisitions or transactions; (5) the
unfavorable resolution of legal proceedings; (6) the extent and timing of any
share repurchases; (7) the impact, extent and timing of legal, regulatory,
taxation, accounting, legislative and technological changes and the impact of
regulatory, supervisory or enforcement actions of government or
self-regulatory agencies relating to the Company and the real estate industry
generally; and (8) terrorist activities, including the September 11 terrorist
attacks, which may adversely affect the general economy, financial and capital
markets, as well as the real estate industry generally and the Company in
particular.
The Company's Annual Report on Form 10-K for the year ended December 31, 2001
and The Company's subsequent reports filed with the SEC, accessible on the
SEC's website at http://www.sec.gov, discuss these factors in more detail and
identify additional factors that can affect forward-looking statements.
For further information, please contact Richard Shea, Chief Operating Officer
and Chief Financial Officer at 212-754-5579, Robert Friedberg, Vice President
and Controller at 212-409-3333 or visit the Company's website at
www.anthracitecapital.com.