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Annaly Capital Management, Inc. Extends Exchange Offer to Acquire MTGE Investment Corp.

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Annaly Capital Management, Inc. (NYSE:NLY) ("Annaly") announced that it
has extended its previously announced exchange offer (the "Offer") to
purchase all of the outstanding shares of common stock of MTGE
Investment Corp. (NASDAQ:MTGE) ("MTGE"). In the Offer, MTGE common
stockholders may elect to receive, in exchange for each share of MTGE
common stock they hold, (a) $9.82 in cash and 0.9519 shares of Annaly
common stock, (b) $19.65 in cash (the "all cash election") or (c) 1.9037
shares of Annaly common stock (the "all stock election"). MTGE common
stockholders tendering into the Offer and making an all cash election or
an all stock election will be subject to proration so that approximately
50% of the aggregate consideration in the Offer will be paid in shares
of Annaly common stock, and 50% of the aggregate consideration in the
Offer will be paid in cash.

The Offer will now expire at 7:00 a.m., Eastern Time, on September 7,
2018, unless further extended in accordance with the terms of the merger
agreement dated May 2, 2018, by and among Annaly, Mountain Merger Sub
Corporation and MTGE (as may be amended or supplemented from time to
time, the "Merger Agreement"). All other terms and conditions of the
Offer remain unchanged.

The Offer has been extended to allow the parties to satisfy the
remaining conditions to the completion of the Offer, as set forth in the
prospectus/offer to exchange, dated June 4, 2018.

Computershare Trust Company, N.A., the depositary and exchange agent for
the Offer, has advised Annaly that as of 5:00 p.m., Eastern Time on
August 17, 2018, approximately 14,517,976 shares of common stock of MTGE
have been validly tendered and not validly withdrawn pursuant to the
Offer, representing approximately 31.7% of the outstanding shares of
common stock of MTGE.

Wells Fargo Securities and Sandler O'Neill + Partners, L.P. are serving
as financial advisors to Annaly, and Wachtell, Lipton, Rosen & Katz
serves as legal counsel to Annaly.

About Annaly Capital Management, Inc.
Annaly is a leading
diversified capital manager that invests in and finances residential and
commercial assets. Annaly's principal business objective is to generate
net income for distribution to its shareholders and to preserve capital
through prudent selection of investments and continuous management of
its portfolio. Annaly has elected to be taxed as a real estate
investment trust, or REIT, for federal income tax purposes. Annaly is
externally managed by Annaly Management Company LLC. Additional
information about Annaly can be found at www.annaly.com.

Forward-Looking Statements
This press release includes
forward-looking statements. These forward-looking statements generally
can be identified by phrases such as "will," "expects," "anticipates,"
"foresees," "forecasts," "estimates" or other words or phrases of
similar import. Similarly, statements herein that describe the proposed
transaction, including its financial and operational impact, and other
statements of management's beliefs, intentions or goals also are
forward-looking statements. It is uncertain whether any of the events
anticipated by the forward-looking statements will transpire or occur,
or if any of them do, what impact they will have on the results of
operations and financial condition of the combined companies or the
price of Annaly or MTGE stock. These forward-looking statements involve
certain risks and uncertainties, many of which are beyond the parties'
control, that could cause actual results to differ materially from those
indicated in such forward-looking statements, including but not limited
to the ability of the parties to consummate the proposed transaction on
a timely basis or at all and the satisfaction of the conditions
precedent to consummation of the proposed transaction, including a
majority of outstanding shares of MTGE's common stock being validly
tendered in the Offer; that required regulatory approvals for the
proposed transaction may not be obtained in a timely manner, if at all;
business disruption following completion of the proposed transaction;
and the other risks and important factors contained and identified in
Annaly's and MTGE's filings with the Securities and Exchange Commission
(the "SEC"), including their respective Quarterly Reports on Form 10-Q
and Annual Reports on Form 10-K, any of which could cause actual results
to differ materially from the forward-looking statements. The
forward-looking statements included in this Form 8-K are made only as of
the date hereof. Neither Annaly nor MTGE undertakes any obligation to
update the forward-looking statements to reflect subsequent events or
circumstances, except as required by law.

Additional Information and Where to Find It
This press
release is for informational purposes only and is neither an offer to
purchase nor a solicitation of an offer to sell shares, nor is it a
substitute for the Offer materials that Annaly and its merger subsidiary
have filed with the SEC. Annaly and its merger subsidiary have filed a
Tender Offer Statement on Schedule TO, Annaly has filed a Registration
Statement on Form S-4 and MTGE has filed a Solicitation/Recommendation
Statement on Schedule 14D-9 with the SEC with respect to the Offer. THE
OFFER MATERIALS (INCLUDING AN OFFER TO EXCHANGE, A RELATED LETTER OF
TRANSMITTAL AND CERTAIN OTHER OFFER DOCUMENTS) AND THE
SOLICITATION/RECOMMENDATION STATEMENT CONTAIN IMPORTANT INFORMATION.
MTGE STOCKHOLDERS ARE URGED TO READ THESE DOCUMENTS CAREFULLY BECAUSE
THEY CONTAIN IMPORTANT INFORMATION THAT HOLDERS OF MTGE SECURITIES
SHOULD CONSIDER BEFORE MAKING ANY DECISION REGARDING EXCHANGING THEIR
SECURITIES. The Offer to Exchange, the related Letter of Transmittal and
certain other Offer documents, as well as the
Solicitation/Recommendation Statement, are available to all holders of
MTGE common stock at no expense to them. The Offer materials and the
Solicitation/Recommendation Statement are available for free at the
SEC's website at www.sec.gov.
Additional copies may be obtained for free by contacting Annaly's
Investor Relations department at 1-888-8Annaly (1-888-826-6259). In
addition to the Offer to Exchange, the related Letter of Transmittal and
certain other Offer documents, as well as the
Solicitation/Recommendation Statement, Annaly and MTGE file annual,
quarterly and current reports and other information with the SEC. You
may read and copy any reports or other information filed by Annaly and
MTGE at the SEC public reference room at 100 F Street, N.E., Washington,
D.C. 20549. Please call the SEC at 1-800-SEC-0330 for further
information on the public reference room. Annaly's and MTGE's filings
with the SEC are also available to the public from commercial
document-retrieval services and at the website maintained by the SEC at http://www.sec.gov.

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