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): April 23, 2009 (April 21,
2009)
BIMINI
CAPITAL MANAGEMENT, INC.
(Exact
name of Registrant as specified in its charter)
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Maryland
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001-32171
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72-1571637
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.02. Termination
of Material Definitive Agreement.
As
previously disclosed in its most recent Annual Report on Form 10-K, on March 25,
2009 Bimini Capital Management, Inc. (the “Company”) entered into an agreement
with Taberna Capital Management, LLC (“Taberna”), the collateral manager of
certain collateralized debt obligations issued in 2005 and collateralized by,
among other securities, the trust preferred capital securities sold by Bimini
Capital Trust I (“BCT I”) in May of 2005.
Pursuant
to the terms of the agreement with Taberna, the obligations under the trust
preferred capital securities issued by BCT I were discharged and the securities
were redeemed on April 21, 2009. Concurrently, Bimini Capital redeemed $51.55
million of its junior subordinated notes issued to BCT I and anticipates
recognizing a gain of approximately $31.5 million on the early extinguishment of
this debt.
Item
7.01. Regulation
FD Disclosure.
On April
22, 2009, the Company issued a press release announcing the completion of its
debt exchange with Taberna described in Item 1.02.
The
information in this item shall not be deemed “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or
otherwise subject to the liabilities of Section 18, nor shall it be deemed
incorporated by reference in any of the Company’s filings under the Securities
Act of 1933, as amended, or the Exchange Act, except to the extent, if any,
expressly set forth by specific reference in such filing.
Item
9.01. Financial
Statements and Exhibits.
(d) Exhibits. The following
exhibit is being furnished with this Current Report on Form 8-K.
99.1 Press
Release, dated April 22, 2009.
SIGNATURE
Pursuant to the requirements of the
Securities Exchange Act of 1934, the Company has duly caused this Report to be
signed on its behalf by the undersigned hereunto duly authorized.
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BIMINI
CAPITAL MANAGEMENT, INC.
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Date: April
23, 2009
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By:/S/ Robert E.
Cauley
Robert
E. Cauley
Chairman
and Chief Executive Officer
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BIMINI
CAPITAL MANAGEMENT COMPLETES DEBT EXCHANGE WITH
TABERNA
CAPITAL MANAGEMENT, LLC
VERO BEACH, FL (April 22,
2009) — Bimini Capital Management, Inc. (OTCBB: BMNM) (“Bimini Capital”
or the “Company”), a real estate investment trust (“REIT”), today announced that
it completed a debt exchange yesterday with Taberna Capital Management, LLC, the
collateral manager of certain collateralized debt obligations issued in 2005 and
collateralized by, among other securities, the trust preferred capital
securities sold by Bimini Capital Trust I (“BCT I”) in May of
2005. Pursuant to the debt exchange, the obligations under the trust
preferred capital securities issued by BCT I were discharged and the securities
were redeemed. Also in connection with the debt exchange, Bimini
Capital redeemed $51.55 million of its junior subordinated notes issued to BCT I
and anticipates recognizing a gain of approximately $31.5 million on the early
extinguishment of this debt.
About
Bimini Capital Management
Bimini
Capital Management, Inc. is a REIT that invests primarily, but not exclusively,
in residential mortgage-related securities issued by the Federal National
Mortgage Association (Fannie Mae), the Federal Home Loan Mortgage Corporation
(Freddie Mac) and the Government National Mortgage Association (Ginnie Mae). Its
objective is to earn returns on the spread between the yield on its assets and
its costs, including the interest expense on the funds it borrows.
Statements
herein relating to matters that are not historical facts are forward-looking
statements as defined in the Private Securities Litigation Reform Act of 1995.
The reader is cautioned that such forward-looking statements are based on
information available at the time and on management's good faith belief with
respect to future events, and are subject to risks and uncertainties that could
cause actual performance or results to differ materially from those expressed in
such forward-looking statements. Important factors that could cause such
differences are described in Bimini Capital Management, Inc.'s filings with the
Securities and Exchange Commission, including Bimini Capital Management, Inc.'s
most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q. Bimini
Capital Management, Inc. assumes no obligation to update forward-looking
statements to reflect subsequent results, changes in assumptions or changes in
other factors affecting forward-looking statements.
CONTACT:
Bimini
Capital Management, Inc.
Robert E.
Cauley, 772-231-1400
Chairman
and Chief Executive Officer
www.biminicapital.com