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ORC Orchid Island Capital

Filed: 14 Jul 21, 8:00pm
 
 
 
 
 
 
 
 
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):
July 14, 2021
 
 
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. Results
 
of Operations and Financial Condition.
On July 14, 2021, Orchid Island Capital, Inc. (the “Company”) announced
 
its estimated book value of $4.71 as of June
30, 2021,
 
certain details of its RMBS portfolio as of June 30, 2021,
 
and estimated GAAP net loss per share of $0.17,
including an estimated $0.41 per share of net realized and
 
unrealized losses, for the quarter ended June 30, 2021. These
figures and the estimated net book value per share and
 
estimated GAAP net loss per share are preliminary,
 
subject to change,
and subject to review by the Company's independent
 
registered public accounting firm. A copy of the Company’s
 
press
release announcing the dividend and the other information
 
regarding the Company is attached hereto as Exhibit 99.1 and
incorporated herein by this reference.
 
 
 
Item 8.01.
 
Other Events.
 
 
On July 14, 2021,
 
the Company announced that
 
the Board of Directors
 
of the Company declared
 
a dividend for the
 
month of
July 2021 of $0.065 per share of Common
 
Stock to be paid on August 27, 2021 to holders of
 
record on July 30, 2021, with an
ex-dividend date of
 
July 29, 2021.
 
In addition, the
 
Company announced certain
 
details of its
 
RMBS portfolio as
 
of June 30,
2021 as well
 
as certain other
 
information regarding
 
the Company.
 
A copy of
 
the Company’s
 
press release announcing
 
the
dividend and the other
 
information regarding the Company
 
is attached hereto as
 
Exhibit 99.1 and incorporated
 
herein by this
reference.
 
Caution About Forward-Looking Statements.
 
 
This Current Report on Form 8-K contains forward
 
-looking statements within the meaning of the Private Securities Litigation
Reform Act
 
of 1995
 
and other
 
federal securities
 
laws, including,
 
but not
 
limited to,
 
statements about
 
the Company’s
distributions. These forward-looking statements are based upon
 
the Company’s present expectations, but the
 
Company cannot
assure investors that actu
 
al results will not
 
vary from the expectations
 
contained in the forward-looking
 
statements. Investors
should not
 
place undue
 
reliance upon
 
forward looking
 
statements. For
 
further discussion
 
of the
 
factors that
 
could affect
outcomes, please refer to
 
the “Risk Factors” section of
 
the Company's Annual Report on
 
Form 10-K for the fiscal
 
year ended
December 31,
 
2020.
 
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 the
 
Company. 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: July 14, 2021
 
ORCHID ISLAND CAPITAL,
 
INC.
By:
/s/ Robert E. Cauley
Robert E. Cauley
Chairman and Chief Executive Officer