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Capital Offerings Profile

Company NameARMOUR Residential REIT, Inc.
Offering TypeFollow-On
DescriptionClass A common stock, $0.001 par value
Currency of IssueUSD
Trading Symbol (Exchange)ARR (NYSE)
Announcement Date4/7/2011
Trade Date4/8/2011
Settlement Date4/13/2011
Completion Date4/8/2011
Overallotment Expiration5/13/2011
Lock-up Expiration5/8/2011
Date Overallotment Exercised4/13/2011
Shelf Filing Date11/17/2010
Mandatory Redemption?No
Exchange for Existing Issue?No

Use of Proceeds
The net proceeds from this offering will be used to acquire additional target assets. The company's focus will be on purchasing agency securities and agency debt and other assets, subject to the company's investment guidelines and REIT qualification requirements. ARRM (ARMOUR Residential Management LLC, an entity affiliated with the company's executive officers) will make determinations as to the percentage of the company's assets that will be invested in each of the company's target assets. ARRM may invest the net proceeds from this offering in interest-bearing short-term investments, including funds that are consistent with the company's qualification as a REIT. Prior to the time the company have fully used the net proceeds of this offering to acquire the company's target assets, the company may fund the company's quarterly cash distributions out of such net proceeds.

Offer Price ($)7.40
Gross Amount Offered ($000)118,400
Amount Including Overallotment ($000)125,800
Shares Offered16,000,000
Total Shares Offered17,000,000
Original Shelf Value ($000)278,836

Overallotment Amount Available ($000)17,760
Overallotment Shares Available2,400,000
Overallotment Amount Exercised ($000)7,400
Overallotment Shares Exercised1,000,000

Underwriting Fees
Gross Spread ($)0.26
Gross Spread (%)3.51
Sales Concession ($)0.16

UnderwritersShares UnderwrittenAmount Underwritten($000)
Book Manager(s)
  Deutsche Bank Securities Inc.9,600,00071,040
Non-book Lead Manager(s)
  Ladenburg Thalmann & Co. Inc.4,800,00035,520
  JMP Securities LLC1,600,00011,840

Issuer's CounselAkerman LLP
Underwriter's CounselSkadden, Arps, Slate, Meagher & Flom LLP & Affiliates
Auditor(s)EisnerAmper LLP

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