Ellington Financial Announces Common Stock Offering

via Business Wire

Ellington Financial Inc. (NYSE: EFC) (the “Company”) announced today that it has commenced an underwritten public offering of 8,775,000 shares of common stock. The Company also expects to grant the underwriters an option for 30 days to purchase up to an additional 1,316,250 shares of common stock. Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC are acting as joint book-running managers for the offering.

The Company expects to use the net proceeds of the offering to fund the redemption of all of the outstanding shares of the Company’s Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock (the “Series A Preferred Stock”), subject to the minimum required 30-day notice period and otherwise in accordance with its terms. The dividend rate on the Series A Preferred Stock currently accrues at a per annum floating rate equal to the sum of the 3-month Secured Overnight Financing Rate and 5.458%. The Company may use any remaining net proceeds for general corporate purposes, which may include, among other things, acquiring the Company’s targeted assets in accordance with the Company’s investment objectives and strategies. The shares of common stock will be offered under the Company’s existing shelf registration statement on Form S-3, which became effective upon filing with the Securities and Exchange Commission (the “SEC”) on December 23, 2025. The offering is being made only by means of a prospectus supplement and accompanying base prospectus, which will be filed with the SEC. Copies of the prospectus supplement and accompanying base prospectus related to the offering may be obtained from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014, or by email: prospectus@morganstanley.com; or Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, New York 10282, by telephone: 1-866-471-2526, or by email: prospectus-ny@ny.email.gs.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the offered shares or any other securities, nor shall there be any sale of such shares or any other securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About Ellington Financial

Ellington Financial invests in a diverse array of financial assets, including residential and commercial mortgage loans and mortgage-backed securities, reverse mortgage loans, mortgage servicing rights and related investments, consumer loans, asset-backed securities, collateralized loan obligations, non-mortgage and mortgage-related derivatives, debt and equity investments in loan origination companies, and other strategic investments. Ellington Financial is externally managed and advised by Ellington Financial Management LLC, an affiliate of Ellington Management Group, L.L.C.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve numerous risks and uncertainties. The Company’s actual results may differ from its beliefs, expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Forward-looking statements are not historical in nature and can be identified by words such as "believe," "expect," "anticipate," "estimate," "project," "plan," "continue," "intend," "should," "would," "could," "goal," "objective," "will," "may," "seek" or similar expressions or their negative forms, or by references to strategy, plans, or intentions. Forward-looking statements are based on the Company’s beliefs, assumptions and expectations of the Company’s future operations, business strategies, performance, financial condition, liquidity and prospects, taking into account information currently available to the Company. These beliefs, assumptions, and expectations are subject to risks and uncertainties and can change as a result of many possible events or factors, not all of which are known to the Company. If a change occurs, the Company’s business, financial condition, liquidity, results of operations and strategies may vary materially from those expressed or implied in the Company’s forward-looking statements. Examples of forward-looking statements in this press release include, without limitation, statements regarding the completion of the Company’s offering of shares of common stock and the anticipated use of proceeds. The following factors are examples of those that could cause actual results to vary from the Company’s forward-looking statements: changes in interest rates and the market value of the Company’s investments, market volatility, changes in mortgage default rates and prepayment rates, the Company’s ability to borrow to finance the Company’s assets, changes in government regulations affecting the Company’s business, the Company’s ability to maintain its exclusion from registration under the Investment Company Act of 1940, the Company’s ability to maintain its qualification as a real estate investment trust, or "REIT," and other changes in market conditions and economic trends, such as changes to fiscal or monetary policy, heightened inflation, slower growth or recession, and currency fluctuations. No assurance can be given that the offering discussed above will be completed on the terms described or at all, or that the net proceeds of the offering will be used as indicated. Completion of the offering on the terms described, and the application of the net proceeds of the offering, are subject to numerous possible events, factors, risks and uncertainties, including, among other things, those described under Item 1A of the Company’s Annual Report on Form 10-K, which can be accessed through the SEC’s website (www.sec.gov). Other risks, uncertainties, and factors that could cause actual results to differ materially from those projected or implied may be described from time to time in reports the Company files with the SEC, including reports on Forms 10-Q, 10-K and 8-K. The Company undertakes no obligation to update or revise any forward-looking statements in this press release, whether as a result of new information, future events, or otherwise.

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