STOCK TITAN

Cherry Hill Mortgage (NYSE: CHMI) swings to Q2 profit and accepts 29% premium buyout from MITT

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Cherry Hill Mortgage Investment Corporation reported stronger results for the quarter ended June 30, 2026 and announced a planned acquisition by another mortgage REIT. GAAP net income applicable to common stockholders was $1.3 million, or $0.04 per diluted share, compared with a loss of $0.05 per share in the prior quarter. Total net income was $3.8 million, and earnings available for distribution attributable to common stockholders were $5.5 million, or $0.15 per diluted share, modestly above the prior quarter.

The company generated $4.7 million of net interest income and $7.4 million of net servicing income, offset by $4.2 million of other loss driven by realized and unrealized losses on RMBS, derivatives, servicing-related assets, and credit loss and impairment on other assets. GAAP book value stood at $3.16 per diluted share, net of the second-quarter dividend. The RMBS portfolio had a carrying value of about $1.1 billion, a 3.45% net interest spread, and a 5.02x debt-to-equity ratio. The MSR portfolio had $15.2 billion of unpaid principal balance and a carrying value of $211.1 million.

The board declared a $0.10 per share common dividend for the quarter, and paid regular preferred dividends. Separately, Cherry Hill entered into a definitive merger agreement under which MITT will acquire CHMI. CHMI stockholders are expected to receive 0.3063 MITT shares plus $0.93 in cash per CHMI share, implying $3.10 per CHMI share and a 29% premium to the unaffected price, with closing targeted for the fourth quarter of 2026, subject to stockholder and other customary approvals.

Positive

  • Profitability rebounded sharply: net income rose to $3.8 million from $0.4 million in the prior quarter, and EAD attributable to common stockholders increased to $5.5 million ($0.15 per share) from $5.3 million ($0.14 per share).
  • Value-enhancing merger agreed: CHMI stockholders are expected to receive consideration implying $3.10 per share, a 29% premium to the unaffected closing price, in an all-stock-and-cash acquisition by MITT.

Negative

  • None.

Filing Explained

The release’s $5.5 million of earnings available for distribution attributable to common stockholders is a company-defined non-GAAP measure: it excludes specified realized and unrealized items, is not a substitute for GAAP net income or liquidity, and may not be comparable across issuers because definitions differ.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Net income $3.8 million Net income for the quarter ended June 30, 2026
GAAP EPS to common $0.04 per share GAAP net income applicable to common stockholders, diluted Q2 2026
EAD to common $5.5 million Earnings available for distribution attributable to common stockholders, Q2 2026
EAD per diluted share $0.15 per share Earnings available for distribution per diluted share, Q2 2026
GAAP book value per share $3.16 per share GAAP book value per diluted share as of June 30, 2026, net of dividend
Common dividend $0.10 per share Quarterly common dividend for Q2 2026, paid July 31, 2026
Merger consideration 0.3063 MITT shares + $0.93 cash Per CHMI share consideration under definitive merger agreement with MITT
Merger premium 29% Premium to CHMI’s unaffected closing stock price on August 7, 2026
Earnings available for distribution financial
"Earnings available for distribution (“EAD”) is a non-GAAP financial measure that we define as GAAP net income (loss), excluding"
Earnings available for distribution are the portion of a company’s profit that remains after paying taxes, meeting legal or contractual reserves, and covering any required debt or operating obligations — essentially the cash the business can legally and practically give to shareholders or unitholders. Investors watch this number because it shows how much income a company can return as dividends or distributions, similar to the money left in a household account after paying bills and savings goals.
mortgage servicing rights financial
"The unpaid principal balance for the MSR portfolio stood at $15.2 billion as of June 30, 2026"
Mortgage servicing rights are the contractual right to collect mortgage payments, manage escrow accounts, handle customer service and delinquency actions on a pool of home loans, in exchange for a portion of the loan’s payments. They matter to investors because their value behaves like a revenue stream that can rise or fall with interest rates and borrower behavior — similar to owning a toll bridge where income depends on traffic volume and maintenance costs — and thus affect a lender’s earnings and risk profile.
RMBS financial
"a net realized loss of $1.0 million on RMBS, a net unrealized loss of $0.9 million on RMBS measured at fair value"
Residential mortgage-backed securities (RMBS) are investments made by pooling many home loans and selling slices of the resulting stream of mortgage payments to investors. They matter because they convert homeowners’ monthly payments into tradable income: the cash you receive and the price you pay depend on borrowers’ ability to pay, interest rates and housing market health—think of buying a share in a neighborhood’s mortgage cash flow, with corresponding income and risk.
TBA dollar roll transactions financial
"EAD also includes interest rate swap periodic interest income (expense) and drop income on TBA dollar roll transactions"
Eris SOFR swap futures financial
"and Eris SOFR swap futures with a notional amount of ($82.0) million"
Eris SOFR swap futures are standardized contracts that let buyers and sellers lock in the future level of interest rates tied to the Secured Overnight Financing Rate (SOFR), using the swap market as the reference. Think of them like a forward-looking price tag on borrowing costs that investors, lenders and treasurers use to hedge against or bet on interest-rate moves; they matter because they help manage the risk and cost of borrowing across time.
Net income $3,794 thousand up from $429 thousand in the quarter ended March 31, 2026
EAD attributable to common stockholders $5,522 thousand up from $5,260 thousand in the quarter ended March 31, 2026
GAAP EPS to common, diluted $0.04 improved from $(0.05) in the quarter ended March 31, 2026
EAD per diluted share $0.15 up from $0.14 in the quarter ended March 31, 2026

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

How did Cherry Hill Mortgage (CHMI) perform financially in Q2 2026?

Cherry Hill reported GAAP net income applicable to common stockholders of $1.3 million, or $0.04 per share, versus a loss of $0.05 per share in Q1 2026. Total net income was $3.8 million, and EAD attributable to common stockholders was $5.5 million ($0.15 per share).

What merger transaction involving CHMI was announced in August 2026?

Cherry Hill entered a definitive merger agreement under which MITT will acquire CHMI. Holders of CHMI common stock will receive 0.3063 MITT shares and $0.93 in cash per share, implying $3.10 per CHMI share, subject to stockholder approvals and customary conditions.

What premium does the MITT acquisition offer to CHMI shareholders?

Based on MITT’s August 7, 2026 closing price, the agreed consideration implies $3.10 per CHMI share, which represents a 29% premium to CHMI’s unaffected closing stock price on that date. The transaction is expected to close in the fourth quarter of 2026.

What were CHMI’s key portfolio metrics in Q2 2026?

The RMBS portfolio had a $1.1 billion carrying value, a 5.08% weighted average coupon, 27-year weighted average maturity, and a 3.45% net interest spread. The MSR portfolio unpaid principal balance was $15.2 billion, with a carrying value of $211.1 million.

What dividends did Cherry Hill Mortgage (CHMI) declare for Q2 2026?

The board declared a quarterly common dividend of $0.10 per share, paid July 31, 2026. It also declared preferred dividends of $0.5125 per Series A share and $0.6045 per Series B share, paid July 15, 2026, all to holders of record June 30, 2026.

What was CHMI’s book value per share at June 30, 2026?

As of June 30, 2026, Cherry Hill reported GAAP book value of $3.16 per diluted share, net of the second-quarter dividend. Comprehensive income attributable to common stockholders for the quarter was $1.8 million, improving from a comprehensive loss in the prior quarter.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): August 10, 2026


     
CHERRY HILL MORTGAGE INVESTMENT CORPORATION
(Exact name of registrant as specified in its charter)



Maryland
001-36099
46-1315605
(State or other jurisdiction of incorporation)
Commission File Number:
(IRS Employer Identification No.)

4000 Route 66, Suite 310
Tinton Falls, New Jersey 07753
(Address of principal executive offices, including zip code)

877.870.7005
(Registrant’s telephone number, including area code)

(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))

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. 
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which
registered
Common Stock, $0.01 par value
CHMI
NYSE
8.20% Series A Cumulative Redeemable Preferred Stock, $0.01 par value
CHMI-PRA
NYSE
8.250% Series B Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, $0.01 par value
CHMI-PRB
NYSE



Item 2.02.
Results of Operations and Financial Condition.

On August 10, 2026, Cherry Hill Mortgage Investment Corporation (the “Company”) reported its results of operations for the quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1.
 
The information in this Current Report on Form 8-K, including the exhibit attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
 
Item 9.01.
Financial Statements and Exhibits.

(d)
Exhibits:
 
99.1 Press release, dated August 10, 2026.


SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
 
 
CHERRY HILL MORTGAGE INVESTMENT
CORPORATION
     
 
By:
/s/ Apeksha Patel
   
Apeksha Patel
Date: August 10, 2026
 
Chief Financial Officer and Treasurer



Exhibit 99.1



CHERRY HILL MORTGAGE INVESTMENT CORPORATION
ANNOUNCES SECOND QUARTER 2026 RESULTS

TINTON FALLS, NJ – August 10, 2026 — Cherry Hill Mortgage Investment Corporation (NYSE: CHMI) (“Cherry Hill” or the “Company”) today reported results for the second quarter 2026.

Second Quarter 2026 Highlights

GAAP net income applicable to common stockholders of $1.3 million, or $0.04 per share.

Earnings available for distribution (“EAD”) attributable to common stockholders of $5.5 million, or $0.15 per diluted share.

Common book value per share of $3.16 at June 30, 2026.

Declared regular common dividend of $0.10 per share; annualized common dividend yield was 16.6% based on the closing sale price of the Company’s common stock as reported by the NYSE on August 7, 2026.

Aggregate portfolio leverage stood at 5.02x at June 30, 2026.

As of June 30, 2026, the Company had unrestricted cash of $52.1 million.

On August 10, 2026, the Company announced the entry into a definitive merger agreement with TPG Mortgage Investment Trust, Inc. (NYSE: MITT) (“MITT”) with an implied transaction value of $117.5 million, representing a 29% premium to closing price on August 7, 2026, and a 32% premium to 30-Day Volume Weighted Average Price (“VWAP”).

Due to the pending transaction, the Company will not be hosting its webcast and conference call.

Operating Results

Cherry Hill reported GAAP net income applicable to common stockholders for the second quarter of 2026 of $1.3 million, or $0.04 per basic and diluted weighted average common share outstanding. Reported GAAP net income was determined based primarily on the following: $4.7 million of net interest income, $7.4 million of net servicing income, $1.0 million of net realized loss on RMBS, a net realized gain of $12.1 million on derivatives, a net unrealized loss of $0.9 million on RMBS measured at fair value through earnings, a net unrealized loss of $9.3 million on derivatives, a net unrealized loss of $2.4 million on investments in Servicing Related Assets, credit loss and impairment on other assets of $2.8 million, and general and administrative expenses and compensation and benefits in the aggregate amount of $4.0 million.

Earnings available for distribution attributable to common stockholders for the second quarter of 2026 were $5.5 million, or $0.15 per basic and diluted weighted average common share outstanding. For a reconciliation of GAAP net income to non-GAAP earnings available for distribution, please refer to the reconciliation table accompanying this release.


   
Three Months Ended
 
   
June 30, 2026
   
March 31, 2026
 
   
(unaudited)
   
(unaudited)
 
Income
           
Interest income
 
$
14,740
   
$
15,850
 
Interest expense
   
10,004
     
11,394
 
Net interest income
   
4,736
     
4,456
 
Servicing fee income
   
9,692
     
10,219
 
Servicing costs
   
2,319
     
2,289
 
Net servicing income
   
7,373
     
7,930
 
Other income (loss)
               
Realized loss on RMBS, net
   
(1,047
)
   
-
 
Realized gain (loss) on derivatives, net
   
12,139
     
(70
)
Realized gain on acquired assets, net
   
2
     
-
 
Unrealized loss on RMBS, measured at fair value through earnings, net
   
(860
)
   
(12,436
)
Unrealized gain (loss) on derivatives, net
   
(9,299
)
   
6,121
 
Unrealized loss on investments in Servicing Related Assets
   
(2,351
)
   
(1,361
)
Credit loss and impairment on other assets
   
(2,815
)
   
-
 
Total other loss
   
(4,231
)
   
(7,746
)
Total Income
   
7,878
     
4,640
 
Expenses
               
General and administrative expense
   
2,128
     
1,693
 
Compensation and benefits
   
1,889
     
1,579
 
Total Expenses
   
4,017
     
3,272
 
Income Before Income Taxes
   
3,861
     
1,368
 
Provision for corporate business taxes
   
67
     
939
 
Net Income
   
3,794
     
429
 
Net income allocated to noncontrolling interests in Operating Partnership
   
(55
)
   
(6
)
Dividends on preferred stock
   
(2,403
)
   
(2,391
)
Net Income (Loss) Applicable to Common Stockholders
 
$
1,336
   
$
(1,968
)
Net Income (Loss) Per Share of Common Stock
               
Basic
 
$
0.04
   
$
(0.05
)
Diluted
 
$
0.04
   
$
(0.05
)
Weighted Average Number of Shares of Common Stock Outstanding
               
Basic
   
36,605,698
     
36,593,018
 
Diluted
   
36,739,399
     
36,593,018
 


Dollar amounts in thousands, except per share amounts.


Net unrealized gain on the Company’s RMBS portfolio classified as available-for-sale that are reported in accumulated other comprehensive income was approximately $0.5 million.

   
Three Months Ended
 
   
June 30, 2026
   
March 31, 2026
 
   
(unaudited)
   
(unaudited)
 
Net Income
 
$
3,794
   
$
429
 
Other comprehensive income (loss):
               
Unrealized gain (loss) on RMBS, available-for-sale, net
   
502
     
(2,442
)
Net other comprehensive income (loss)
   
502
     
(2,442
)
Comprehensive income (loss)
 
$
4,296
   
$
(2,013
)
Comprehensive (income) loss attributable to noncontrolling interests in Operating Partnership
   
(62
)
   
29
 
Dividends on preferred stock
   
(2,403
)
   
(2,391
)
Comprehensive income (loss) attributable to common stockholders
 
$
1,831
   
$
(4,375
)


Dollar amounts in thousands.

Portfolio Highlights for the Quarter Ended June 30, 2026

The Company realized net servicing fee income of $7.4 million, net interest income of $4.7 million and other loss of $4.2 million, primarily related to a realized loss on RMBS, an unrealized loss on RMBS, an unrealized loss on derivatives, an unrealized loss on investments in Servicing Related Assets, and a credit loss and impairment on other assets, partially offset by a realized gain on derivatives. The unpaid principal balance for the MSR portfolio stood at $15.2 billion as of June 30, 2026 and the carrying value of the MSR portfolio ended the quarter at $211.1 million. Net interest spread for the RMBS portfolio stood at 3.45% and the debt-to-equity ratio on the aggregate portfolio ended the quarter at 5.02x.

The RMBS portfolio had a book value and carrying value of approximately $1.1 billion at quarter-end June 30, 2026. The portfolio had a weighted average coupon of 5.08% and weighted average maturity of 27 years.

In order to mitigate duration risk and interest rate risk associated with the Company’s RMBS and MSRs, Cherry Hill used interest rate swaps, TBAs, Treasury futures and Eris SOFR swap futures. At quarter end June 30, 2026, the Company held interest rate swaps with a notional amount of $767.3 million, TBAs with a notional amount of ($266.9) million, Treasury futures with a notional amount of $28.4 million and Eris SOFR swap futures with a notional amount of ($82.0) million.

As of June 30, 2026, Cherry Hill’s GAAP book value was $3.16 per diluted share, net of the second quarter dividend.


Dividends

On June 11, 2026, the Board of Directors declared a quarterly dividend of $0.10 per share of common stock for the second quarter of 2026. The dividend was paid in cash on July 31, 2026 to common stockholders of record as of the close of business on June 30, 2026. Additionally, the Board of Directors declared a dividend of $0.5125 per share on the Company’s 8.20% Series A Cumulative Redeemable Preferred Stock and a dividend of $0.6045 per share on the Company’s 8.250% Series B Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock for the second quarter 2026. The dividends were paid in cash on July 15, 2026 to holders of the applicable Series of Preferred Stock of record as of the close of business on June 30, 2026.

Merger

On August 9, 2026, MITT, a publicly listed residential mortgage REIT managed by AG REIT Management, LLC, an affiliate of TPG Inc. (NASDAQ: TPG), a leading global alternative asset management firm with $327 billion in assets under management, and Cherry Hill Mortgage Investment Corporation entered into a definitive merger agreement, pursuant to which MITT will acquire CHMI.

In connection with the transaction, holders of CHMI common stock will receive 0.3063 shares of MITT common stock and $0.93 in cash per share. Based on the closing price of MITT’s common stock on the New York Stock Exchange (the “NYSE”) on August 7, 2026, the transaction implies a value of $3.10 per share of CHMI common stock, representing a 29% premium to CHMI’s unaffected closing stock price on the NYSE on August 7, 2026. The companies expect the transaction to close in the fourth quarter of 2026, subject to customary closing conditions, including the approval of both MITT and CHMI stockholders. This strategic transaction was unanimously approved by the Board of Directors of MITT and Board of Directors of CHMI.

Earnings Available for Distribution

Earnings available for distribution (“EAD”) is a non-GAAP financial measure that we define as GAAP net income (loss), excluding realized gain (loss) on RMBS, unrealized gain (loss) on RMBS measured at fair value through earnings, realized and unrealized gain (loss) on derivatives, realized gain (loss) on acquired assets, realized and unrealized gain (loss) on investments in MSRs (net of any estimated MSR amortization), credit loss and impairment on other assets, transaction related expenses and any tax expense (benefit) on realized and unrealized gain (loss) on MSRs. MSR amortization refers to the portion of the change in fair value of the MSR that is primarily due to the realization of cashflows, runoff resulting from prepayments and an adjustment for any gain or loss on the capital used to purchase the MSR. EAD also includes interest rate swap periodic interest income (expense) and drop income on TBA dollar roll transactions, which are included in “Realized gain (loss) on derivatives, net” on the consolidated statements of income (loss). EAD is adjusted to exclude outstanding LTIP-OP Units in our Operating Partnership and dividends paid on our preferred stock.

EAD is provided for purposes of potential comparability to other issuers that invest in residential mortgage-related assets. We believe providing investors with EAD, in addition to related GAAP financial measures, may provide investors some insight into our ongoing operational performance. However, the concept of EAD does have significant limitations, including the exclusion of realized and unrealized gains (losses), and given the apparent lack of a consistent methodology among issuers for defining EAD, it may not be comparable to similarly titled measures of other issuers, which define EAD differently from us and each other. As a result, EAD should not be considered a substitute for our GAAP net income (loss) or as a measure of our liquidity. While EAD is one indicia of the Company’s earnings capacity, it is not the only factor considered in setting a dividend and is not the same as REIT taxable income which is calculated in accordance with the rules of the IRS.



The following table provides a reconciliation of net income to EAD for the three months ended June 30, 2026 and March 31, 2026.

   
Three Months Ended
 
   
June 30, 2026
   
March 31, 2026
 
   
(unaudited)
   
(unaudited)
 
Net Income
 
$
3,794
   
$
429
 
Realized loss on RMBS, net
   
1,047
     
-
 
Realized loss (gain) on derivatives, net ¹
   
(6,987
)
   
4,297
 
Realized gain on acquired assets, net
   
(2
)
   
-
 
Unrealized loss on RMBS, measured at fair value through earnings, net
   
860
     
12,436
 
Unrealized loss (gain) on derivatives, net
   
9,299
     
(6,121
)
Unrealized gain on investments in MSRs, net of estimated MSR amortization
   
(3,866
)
   
(4,981
)
Credit loss and impairment on other assets
   
2,815
     
-
 
Transaction related expenses
   
240
     
-
 
Tax expense on realized and unrealized gain on MSRs and other Non-EAD income (loss) items
   
842
     
1,704
 
Total EAD:
 
$
8,042
   
$
7,764
 
EAD attributable to noncontrolling interests in Operating Partnership
   
(117
)
   
(113
)
Dividends on preferred stock
   
(2,403
)
   
(2,391
)
EAD Attributable to Common Stockholders
 
$
5,522
   
$
5,260
 
EAD Attributable to Common Stockholders, per Diluted Share
 
$
0.15
   
$
0.14
 
GAAP Net Income (Loss) Per Share of Common Stock, per Diluted Share
 
$
0.04
   
$
(0.05
)


Dollar amounts in thousands, except per share amounts.

1.
Excludes drop income on TBA dollar rolls of $1.4 million and $0.4 million and interest rate swap periodic interest income of $3.7 million and $3.8 million for the three-month periods ended June 30, 2026 and March 31, 2026, respectively.

Additional Information

Additional information regarding Cherry Hill’s financial condition and results of operations will be available in its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, which will be filed with the Securities and Exchange Commission. In addition, an investor presentation with supplemental information regarding Cherry Hill, its business and its financial condition as of June 30, 2026 and its results of operations for the quarter ended June 30, 2026 will be posted to the Investor Relations section of Cherry Hill’s website, www.chmireit.com.


Webcast and Conference Call Cancelled

Due to the transaction with TPG Mortgage Investment Trust, Inc. announced earlier today, the Company will not be hosting its webcast and conference call that was previously scheduled for 5:00 pm Eastern Time today.

About Cherry Hill Mortgage Investment Corporation

Cherry Hill Mortgage Investment Corporation is a real estate finance company that acquires, invests in and manages residential mortgage assets in the United States. For additional information, visit www.chmireit.com.

Forward-Looking Statements

This press release contains certain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on current expectations, estimates, beliefs, projections and assumptions and involve risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by such forward-looking statements. The words “aim,” “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “forecast,” “goal,” “intend,” “likely,” “may,” “might,” “objective,” “outlook,” “plan,” “positioned,” “potential,” “predict,” “project,” “seek,” “should,” “strategy,” “target,” “will,” “would” and variations of such words and other words and terms of similar meaning, including the negatives of such words and terms, are intended to identify forward-looking statements.

Forward-looking statements include, among other things, statements about the Company’s financial condition, results of operations, earnings available for distribution, book value, dividends, portfolio performance, investment strategy, market opportunities and ability to generate sustainable and attractive risk-adjusted returns for stockholders, as well as statements about the proposed transaction with MITT, including the potential benefits of the proposed transaction; the prospective performance and outlook of the Company’s and MITT’s respective businesses, performance and opportunities; the ability of the parties to complete the proposed transaction and the expected timing of completion of the proposed transaction; the ability to obtain the requisite approvals of the Company’s stockholders and MITT’s stockholders; the expected tax treatment of the proposed transaction; and any assumptions underlying any of the foregoing.


The Company can give no assurance that any goal, plan, expectation or projection set forth in any forward-looking statement can be achieved, and readers are cautioned not to place undue reliance on such statements. Actual results may differ materially from those projected as a result of certain risks, uncertainties and assumptions, including the risk that the proposed transaction may not be completed in a timely manner or at all; the failure to receive, on a timely basis or otherwise, the required approvals of the proposed transaction by the Company’s stockholders and MITT’s stockholders; the possibility that any or all of the various conditions to the consummation of the proposed transaction may not be satisfied or waived, including the failure to receive any required regulatory approvals from applicable governmental entities or any conditions, limitations or restrictions placed on such approvals; the possibility that competing offers or acquisition proposals for the Company or MITT will be made; the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement, including in circumstances that would require the Company or MITT to pay a termination fee; the effect of the announcement or pendency of the proposed transaction on the Company’s or MITT’s ability to attract, motivate or retain key executives and employees, their ability to maintain relationships with counterparties, lenders, servicers, vendors and other business partners, or their respective operating results and business generally; risks related to the proposed transaction diverting management’s attention from the Company’s or MITT’s ongoing business operations; the amount of costs, fees and expenses related to the proposed transaction; the risk that the Company’s or MITT’s stock price may decline significantly if the proposed transaction is not consummated; risks that the proposed transaction may not qualify as a tax-free reorganization for U.S. federal income tax purposes; the risk of stockholder litigation in connection with the proposed transaction, including resulting expense or delay; changes in interest rates, credit spreads, prepayment rates, default rates, market volatility and general economic, financial, real estate and mortgage market conditions and their effect on the Company’s and MITT’s respective portfolios of mortgage-related assets; the risk that the Company or MITT may fail to maintain qualification as a real estate investment trust; and other factors set forth from time to time in the Company’s and MITT’s respective filings with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as may be updated or supplemented by any subsequent Quarterly Reports on Form 10-Q or other filings with the SEC.

Each forward-looking statement speaks only as of the date on which such statement is made. The Company does not undertake any obligation to update or release any revisions to any forward-looking statement, or to report any events or circumstances after the date of this press release, except as required by law.

Participants in the Solicitation

The Company and certain of its directors and executive officers may be deemed to be participants in the solicitation of proxies from the Company’s stockholders in connection with the proposed transaction under SEC rules. Investors and stockholders may obtain more detailed information regarding the names, affiliations and interests of the Company’s directors and executive officers in the solicitation by reading the Company’s most recent Annual Report on Form 10-K and proxy statement and the joint proxy statement/prospectus and other relevant materials that will be filed with the SEC in connection with the proposed transaction when they become available. Additional information concerning the interests of those persons and other persons who may be deemed participants in the proposed transaction, which may, in some cases, be different from those of the Company’s or MITT’s stockholders generally, will be included in the joint proxy statement/prospectus when it becomes available.

No Offer or Solicitation

This communication is for informational purposes only and is not intended to, and shall not, constitute an offer to sell or the solicitation of an offer to buy or exchange any securities, or a solicitation of any vote or approval in connection with the proposed transaction, nor shall there be any offer, solicitation or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act.

Contact:
Cherry Hill Mortgage Investment Corporation
Investor Relations
(877) 870-7005
InvestorRelations@chmireit.com



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