Chimera Investment (NYSE: CIM) prices $115M 8.875% notes offering

Rhea-AI Filing Summary

Chimera Investment Corporation launched and priced a registered underwritten public offering of $115 million aggregate principal amount of 8.875% Senior Notes due 2030. The company also granted the underwriters a 30-day option to buy up to an additional $17.25 million of these notes to cover any over-allotments.

The notes are being issued under an effective shelf registration statement on Form S-3 and a related prospectus supplement dated September 9, 2025. Chimera entered into an underwriting agreement with a syndicate led by Morgan Stanley, RBC Capital Markets, UBS, Wells Fargo Securities, Keefe, Bruyette & Woods, and Piper Sandler, which includes customary representations, covenants and indemnification provisions. The offering is scheduled to close on September 16, 2025, subject to customary closing conditions.

Insights

Credit & Capital Structure Analyst

Chimera issues 8.875% notes due 2030, expanding its debt stack.

Chimera Investment Corporation is issuing $115 million in 8.875% Senior Notes due 2030, with an option for underwriters to buy up to an additional $17.25 million. These notes are issued under an existing shelf registration, indicating the company is using pre-cleared capacity to access capital markets through a syndicated underwriting group.

The notes add a fixed coupon obligation at 8.875% through 2030, which has implications for interest expense and leverage, though the filing does not quantify these relative to existing balances. The underwriting agreement includes customary representations and indemnities for the underwriters, suggesting a standard structure without unusual provisions highlighted in the disclosure.

The transaction is expected to close on September 16, 2025, subject to customary conditions, at which point the notes will become part of Chimera’s outstanding debt. Subsequent filings may provide further detail on the use of proceeds and how these notes fit alongside existing preferred stock and senior notes listed on the New York Stock Exchange.

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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):

September 9, 2025

CHIMERA INVESTMENT CORPORATION

(Exact name of registrant as specified in its charter)

Commission file number 001-33796

Maryland		26-0630461
(State or Other Jurisdiction of Incorporation)		(I.R.S. Employer Identification No.)
630 Fifth Avenue, Ste 2400 New York, New York		10111
(Address of principal executive offices)		(Zip Code)

(888) 895-6557

Registrant’s telephone number, including area code

Not Applicable

(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		CIM		New York Stock Exchange
8.00% Series A Cumulative Redeemable Preferred Stock		CIM PRA		New York Stock Exchange
8.00% Series B Cumulative Fixed-to-Floating Rate Redeemable Preferred Stock		CIM PRB		New York Stock Exchange
7.75% Series C Cumulative Fixed-to-Floating Rate Redeemable Preferred Stock		CIM PRC		New York Stock Exchange
8.00% Series D Cumulative Fixed-to-Floating Rate Redeemable Preferred Stock		CIM PRD		New York Stock Exchange
9.000% Senior Notes due 2029		CIMN		New York Stock Exchange
9.250% Senior Notes due 2029		CIMO		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 1.01 Entry into a Material Definitive Agreement.

On September 9, 2025, Chimera Investment Corporation (the “Company”) launched and priced a registered underwritten public offering of $115 million aggregate principal amount of 8.875% Senior Notes due 2030 (the “Notes”). Pursuant to the Underwriting Agreement (as defined below), the Company also granted the Underwriters (as defined below) a 30-day option to purchase up to an additional $17.25 million aggregate principal amount of the Notes to cover over-allotments, if any.

The Notes were sold pursuant to the Company’s registration statement on Form S-3 (File No. 333-283045) (the “Registration Statement”) and a related prospectus, as supplemented by a prospectus supplement dated September 9, 2025, filed with the Securities Exchange Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the “Securities Act”).

In connection with the issuance and sale of the Notes, the Company entered into an underwriting agreement (the “Underwriting Agreement”), dated as of September 9, 2025, by and among the Company and Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, UBS Securities LLC, Wells Fargo Securities, LLC, Keefe, Bruyette & Woods, Inc. and Piper Sandler & Co., as underwriters (collectively, the “Underwriters”), whereby the Company agreed to sell to the Underwriters and the Underwriters agreed to purchase from the Company, subject to and upon the terms and conditions set forth in the Underwriting Agreement, the Notes. The Company made certain customary representations, warranties and covenants concerning the Company and the Registration Statement in the Underwriting Agreement and also agreed to indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act.

The offering of the Notes is scheduled to close on September 16, 2025, subject to customary closing conditions. A copy of the Underwriting Agreement is attached hereto as Exhibit 1.1 and is incorporated herein by reference. The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Underwriting Agreement.

Item 9.01 Financial Statements and Exhibits.

Exhibit

1.1		Underwriting Agreement, dated September 9, 2025, by and among the Company, and Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, UBS Securities LLC, Wells Fargo Securities, LLC, Keefe, Bruyette & Woods, Inc. and Piper Sandler & Co.
104		Cover Page Interactive Data File (formatted as Inline XBRL).

SIGNATURE

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.

				CHIMERA INVESTMENT CORPORATION (REGISTRANT)
Date: September 10, 2025
				By:		/s/ Miyun Sung
				Name:		Miyun Sung
				Title:		Chief Legal Officer and Secretary

FAQ

What type of securities is Chimera Investment Corporation (CIM) offering in this 8-K?

Chimera Investment Corporation is offering 8.875% Senior Notes due 2030 in a registered underwritten public offering, described as the "Notes" in the filing.

How large is Chimera Investment Corporation's new Senior Notes due 2030 offering?

The company launched and priced an offering of $115 million aggregate principal amount of 8.875% Senior Notes due 2030, with an option for underwriters to purchase up to an additional $17.25 million of notes.

Under what registration statement is Chimera Investment Corporation (CIM) issuing the 8.875% Senior Notes due 2030?

The notes are being issued under Chimera’s Form S-3 registration statement (File No. 333-283045), using a related base prospectus and a prospectus supplement dated September 9, 2025.

Who are the underwriters for Chimera Investment Corporation's 8.875% Senior Notes due 2030?

The underwriting syndicate includes Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, UBS Securities LLC, Wells Fargo Securities, LLC, Keefe, Bruyette & Woods, Inc., and Piper Sandler & Co. as underwriters.

When is the offering of Chimera Investment Corporation's 8.875% Senior Notes due 2030 expected to close?

The offering is scheduled to close on September 16, 2025, subject to customary closing conditions as outlined in the underwriting agreement.

Does Chimera Investment Corporation provide details of the underwriting agreement for the 8.875% Senior Notes due 2030?

Yes. The Underwriting Agreement dated September 9, 2025 is filed as Exhibit 1.1, and Chimera notes that it contains customary representations, warranties, covenants and indemnification provisions.