Tremont Mortgage Trust Prices Initial Public Offering

NEWTON, Mass.--(BUSINESS WIRE)--Tremont Mortgage Trust (Nasdaq: TRMT) today announced that it has priced an initial public offering of 2,500,000 common shares of beneficial interest at $20.00 per share. Concurrently with the completion of the initial public offering, TRMT intends to sell 600,000 shares in a private placement to Tremont Realty Advisors LLC at a price per share of $20.00.

The settlement of this offering is expected to occur on September 18, 2017. The underwriters have a 30-day option to purchase up to an additional 375,000 shares to cover overallotments, if any. All the shares are being offered by TRMT. Because Tremont Realty Advisors LLC has agreed to pay all costs of the offering and the concurrent private placement, the net proceeds per share we receive from the offering and the concurrent private placement are expected to equal the price per common share we receive.

A registration statement relating to the offering of the common shares of beneficial interest of TRMT discussed above was declared effective by the Securities and Exchange Commission on September 13, 2017. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any state or 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 jurisdiction.

UBS Investment Bank, Citigroup and RBC Capital Markets are the joint book running managers for the offering. BB&T Capital Markets, FBR Capital Markets & Co., a B. Riley Financial Company, Janney Montgomery Scott and Oppenheimer & Co. are the co-managers for the offering.

A copy of the prospectus related to the offering can be obtained, when available, by contacting the offices of: UBS Securities LLC, Attn: Prospectus Department, 1285 Avenue of the Americas, New York, NY 10019, telephone: [phone], email: [e-mail]; Citigroup Global Markets Inc. c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: [phone], email: [e-mail]; or RBC Capital Markets, LLC, Attn: Equity Syndicate, Three World Financial Center, 200 Vesey Street, 8^th Floor, New York, NY 10281, telephone: [phone], email: [e-mail].

WARNING CONCERNING FORWARD LOOKING STATEMENTS

THIS PRESS RELEASE CONTAINS FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND OTHER SECURITIES LAWS. THESE FORWARD LOOKING STATEMENTS ARE BASED UPON TRMT’S PRESENT BELIEFS AND EXPECTATIONS, BUT THESE FORWARD LOOKING STATEMENTS ARE NOT GUARANTEED TO OCCUR. FOR EXAMPLE:

• THIS PRESS RELEASE STATES THAT THE SETTLEMENT OF THE OFFERING OF COMMON SHARES IS EXPECTED TO OCCUR ON SEPTEMBER 18, 2017. IN FACT, THE SETTLEMENT OF THIS OFFERING IS SUBJECT TO VARIOUS CONDITIONS AND CONTINGENCIES AS ARE CUSTOMARY IN UNDERWRITING AGREEMENTS IN THE UNITED STATES. IF THESE CONDITIONS ARE NOT SATISFIED OR THE SPECIFIED CONTINGENCIES DO NOT OCCUR, THIS OFFERING MAY NOT CLOSE.
• THIS PRESS RELEASE STATES THAT THE UNDERWRITERS HAVE BEEN GRANTED AN OPTION TO PURCHASE UP TO AN ADDITIONAL 375,000 COMMON SHARES TO COVER OVERALLOTMENTS, IF ANY. AN IMPLICATION OF THIS STATEMENT MAY BE THAT THIS OPTION MAY BE EXERCISED IN WHOLE OR IN PART. THE UNDERWRITERS ARE NOT OBLIGATED TO EXERCISE THIS OPTION, OR ANY PART OF IT.

FOR THESE REASONS, AMONG OTHERS, INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE UPON FORWARD LOOKING STATEMENTS.