Armour住宅房产美股招股说明书(2025-02-13版)

This prospectus supplement and the accompanying prospectus dated March 28, 2024 relate tothe offer and sale from time to time of 24,049,403 shares of our common stock, par value $0.001 pershare. On February 13, 2025, we entered into Amendment No. 5 (the “Sales Agreement Amendment,”and together with the Sales Agreement (as defined below), the “Amended Sales Agreement”) pursuant towhich we increased by 15,000,000 the number of shares of common stock, par value $0.001 per share,that may be offered and sold under our equity sales agreement dated July 26, 2023, with BUCKLERSecurities LLC (“BUCKLER”), B. Riley Securities, Inc. (“B. Riley Securities”), Citizens JMP Securities,LLC (“Citizens JMP”), JonesTrading Institutional Services LLC (“Jones”) and Ladenburg Thalmann & Co.Inc. (“Ladenburg Thalmann”) as sales agents, as amended by Amendment No. 1 dated October 25, 2023,pursuant to which StockBlock Securities LLC (“StockBlock”) was added as an agent, as further amendedby Amendment No. 2 dated June 20, 2024 (“Amendment No. 2”), pursuant to which BTIG, LLC (“BTIG”)was added as an agent, as further amended by Amendment No. 3 dated August 23, 2024, pursuant towhich the number of shares of our common stock that may be offered and sold under the agreement wasincreased by 25,000,000, as further amended by Amendment No. 4 dated September 20, 2024, pursuantto which Janney Montgomery Scott LLC (“Janney”) was added as an agent (as so amended, the “SalesAgreement”); each of BUCKLER, B. Riley Securities, BTIG, Citizens JMP, Janney, Jones, LadenburgThalmann and StockBlock, individually, an “Agent” and, collectively, the “Agents.” In accordance with theterms of the Amended Sales Agreement, we may, from time to time, issue and sell up to 24,049,403shares of our common stock through or to the Agents, representing the number of shares that remainedunsold under the Sales Agreement, in addition to the offer of an additional 15,000,000 shares. Allreferences to “Agents” in this prospectus supplement refer initially to the Agents above, individually orcollectively, as applicable, and thereafter to the Agents above and such other agents as may bedesignated by us from time to time in the future. All share numbers in this prospectus supplement and theaccompanying prospectus reflect our one-for-five reverse stock split of our common stock, effective onSeptember 29, 2023. This prospectus supplement amends and restates in its entirety the prospectussupplement dated September 20, 2024, filed in connection with Amendment No. 4 and the common stockto which this prospectus supplement relates is offered pursuant to the terms of the Amended SalesAgreement. Our common stock and 7.00% Series C Cumulative Redeemable Preferred Stock (“Series CPreferred Stock”) are listed on the New York Stock Exchange (the “NYSE”) under the symbols “ARR” and“ARR PRC,” respectively. Sales of the common stock, if any, made by the Agents, as our sales agents, as contemplated bythis prospectus supplement and the accompanying prospectus, may be made by means of transactionsthat are deemed to be “at the market offerings” as defined in Rule 415 under the Securities Act of 1933,as amended (the “Securities Act”). Accordingly, an indeterminate number of shares of our common stockmay be sold, if any, but in no event will we issue and sell more than 24,049,403 shares of our commonstock pursuant to the Amended Sales Agreement. We will pay each Agent, acting as sales agent, anaggregate commission of up to 2.0% of the gross sales price per share of our common stock sold throughsuch Agent, under the Amended Sales Agreement. In connection with the sale of shares of our commonstock on our behalf, the Agents will be deemed to be “underwriters” within the meaning of the SecuritiesAct, and the compensation of the Agents will be deemed to be underwriting commissions or discounts. The Agents are not required to sell any specific number or dollar amount of our common stockbut will use their commercially reasonable efforts, consistent with their normal sales and trading practice,as our sales agent, and on the terms and subject to the conditions of the Amended Sales Agreement, to sell the common stock offered onterms agreed by the Agents and us. We cannot predict the number of shares that we may sell hereby or ifany shares will be sold. There is no arrangement for funds to be received in an escrow, trust or similararrangement. The net proceeds we receive from the sale of shares of our common stock to which thisprospectus supplement relates will be the gross proceeds received from such sales less the commissionsor discounts and any other expenses we may incur in issuing the shares of our common stock. See “Useof Proceeds” and “Plan of Distribution (Conflicts of Interest)” for further information. The last reported sales prices of our common stock and Series C Preferred Stock on the NYSEon February 12, 2025 was $18.91 and $21.80 per share, respectively. We have elected to be taxed as a re