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ORC Orchid Island Capital

Filed: 29 Oct 20, 4:47pm
 
 
 
 
 
 
 
 
UNITED STATES
 
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):
October 29, 2020
 
 
Orchid Island Capital, Inc.
 
(Exact Name of Registrant as Specified in Charter)
 
 
Maryland
001-35236
27-3269228
(State or Other Jurisdiction of
Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
3305 Flamingo Drive
,
Vero Beach
,
Florida
32963
 
(Address of Principal Executive Offices) (Zip
 
Code)
 
 
Registrant’s telephone number,
 
including area code
(
772
)
231-1400
 
 
N/A
 
(Former Name or Former Address, if Changed Since Last
 
Report)
 
 
 
Check the appropriate box below if the Form 8-K filing is intended
 
to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions:
 
Written communications pursuant
 
to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange
 
Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b)
 
under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e
 
-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the
 
Act:
 
Title of each class:
Trading symbol:
 
Name of each exchange on
 
which registered:
Common Stock, par value $0.01 per share
ORC
NYSE
 
Indicate by check mark whether the registrant is an emerging
 
growth company as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule 12b-2 of the
 
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
 
Emerging growth company
 
 
 
If an emerging growth company,
 
indicate by check mark if the registrant has elected not to use the
 
extended transition period
for complying with any new or revised financial accounting
 
standards provided pursuant to Section 13(a) of the
 
Exchange
Act.
 
 
 
 
 
ITEM 2.02.
 
RESULTS OF OPERATIONS
 
AND FINANCIAL CONDITION.
 
 
On October 29, 2020, Orchid Island Capital, Inc. (the
 
“Company”) issued the press release attached hereto as Exhibit
 
99.1
announcing the Company’s
 
results of operations for the period ended September 30, 2020.
 
In addition, the Company posted
supplemental financial information on the investor relations section
 
of its website (www.orchidislandcapital.com).
 
The press
release, attached as Exhibit 99.1, is being furnished under
 
this “Item 2.02 Results of Operations and Financial Condition,”
and shall not be deemed “filed” for purposes of Section
 
18 of the Securities Exchange Act of 1934, nor shall it be deemed
incorporated by reference in any disclosure document of
 
the Company, except as shall be
 
expressly set forth by specific
reference in such document.
 
Caution About Forward-Looking Statements.
 
 
This Current Report
 
on Form 8-K
 
contains “forward-looking statements”
 
made pursuant to
 
the safe harbor
 
provisions of the
Private Securities Litigation
 
Reform Act of
 
1995, including, but
 
not limited to
 
statements regarding interest
 
rates, liquidity,
pledging of
 
our structured
 
RMBS, funding
 
levels and
 
spreads, prepayment
 
speeds, returns,
 
refinancing activity,
 
portfolio
positioning and
 
repositioning, book
 
value, investment
 
and operating
 
strategy, hedging
 
levels, the
 
supply and
 
demand for
Agency RMBS,
 
the effect
 
of actions
 
of the
 
U.S. government,
 
including the
 
Federal Reserve,
 
market expectations,
 
future
dividends, the stock repurchase program and general economic conditions. Forward-looking statements typically are identified
by use of terms such as “believe,” “expect,” “anticipate,” “estimate,” “plan,”
 
“continue,” “intend,” “should,” “may” or similar
expressions. Forward-looking statements are based on the Company’s beliefs, assumptions and expectations of the Company’s
future performance, taking into
 
account all information currently
 
available to the Company.
 
The Company cannot assure you
that actual results will not vary from the
 
expectations contained in the forward-looking
 
statements. All of the forward-looking
statements are
 
subject to
 
numerous possible
 
events, factors
 
and conditions,
 
many of
 
which are
 
beyond the
 
control of
 
the
Company and not all of which
 
are known to the Company, including, without limitation, market conditions
 
and those described
in the Company’s
 
Annual Report on Form
 
10-K for the fiscal
 
year ended December
 
31, 2019 and Quarterly
 
Report on Form
10-Q for the
 
three months ended
 
March 31, 2020,
 
which have been
 
filed with the
 
Securities and Exchange
 
Commission (the
“SEC”), and other documents
 
that the Company files
 
with the SEC. All forward
 
-looking statements speak only
 
as of the date
on which they are made. New risks and uncertainties
 
arise over time, and it is not possible to
 
predict those events or how they
may affect us. Except as required
 
by law, the Company is not obligated to,
 
and does not intend to,
 
update or revise any forward-
looking statements, whether as a result of new information,
 
future events or otherwise.
 
ITEM 9.01. FINANCIAL STATEMENTS
 
AND EXHIBITS.
 
(d)
 
Exhibits
 
Exhibit No.
Description
99.1
104
Cover Page Interactive Data File (embedded within the
 
Inline XBRL
document)
 
 
 
 
 
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.
 
Date: October 29, 2020
 
ORCHID ISLAND CAPITAL,
 
INC.
By:
/s/ Robert E. Cauley
Robert E. Cauley
Chairman and Chief Executive Officer