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):
January 28, 2011

 

CHIMERA INVESTMENT CORPORATION

 

(Exact name of registrant as specified in its charter)


 

 

 

 

 

Maryland

 

1-33796

 

26-0630461

 

 

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)


 

 

 

 

 

 

 

1211 Avenue of the Americas

 

 

 

 

 

Suite 2902

 

 

 

 

 

New York, New York

 

 

10036

 

 

 

 

 

 

(Address of principal executive offices)

 

 

(Zip Code)

 

Registrant’s telephone number, including area code: (212) 696-0100

 

No Change

(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))


Item 1.01. Entry into a Material Definitive Agreement

 

 

 

On January 28, 2011, Chimera Investment Corporation (the “Company”) entered into an Equity Distribution Agreement (the “Agreement”) with its manager, Fixed Income Discount Advisory Company (“FIDAC”) and UBS Securities LLC (“UBS”). Pursuant to the terms of the Agreement, the Company may sell from time to time through UBS, as the Company’s sales agent, up to 125,000,000 shares of the Company’s common stock, par value $0.01 per share (the “Shares”). Sales of the Shares, if any, will be made by means of ordinary brokers’ transactions on the New York Stock Exchange at market prices, or as otherwise agreed with UBS.

 

 

 

The Shares will be issued pursuant to the Company’s shelf registration statement (the “Registration Statement”) on Form S-3 (File No. 333-159468), which became effective upon filing with the Securities and Exchange Commission on May 26, 2009.

Item 9.01. Financial Statements and Exhibits.

 

 

 

(a) Not applicable.

 

 

 

(b) Not applicable.

 

 

 

(c) Not applicable.

 

 

 

(d) Exhibits:


 

 

 

 

1.1

Equity Distribution Agreement, dated January 28, 2011, between the Company, FIDAC and UBS.



SIGNATURE

          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.

 

 

 

 

Chimera Investment Corporation

 

 

 

 

By:

/s/ A. Alexandra Denahan

 

 

 

 

 

Name: A. Alexandra Denahan

 

 

Title: Chief Financial Officer

Date: January 28, 2011