10,000,000 Shares INVESCO MORTGAGE CAPITAL INC. 7.50% Fixed-to-Floating Series C Cumulative Redeemable Preferred Stock UNDERWRITING AGREEMENTManagement Agreement • August 11th, 2017 • Invesco Mortgage Capital Inc. • Real estate investment trusts • New York
The Issuer has filed a registration statement on Form S-3ASR (Registration No. 333-210454), including a base prospectus dated March 29, 2016 and a preliminary prospectus supplement, dated August 9, 2017, with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and the preliminary prospectus supplement and other documents the Issuer has filed with the SEC for more complete information about the Issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC’s Web site at www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and related preliminary prospectus supplement if you request them from Morgan Stanley & Co. LLC toll-free at (800) 584-6837 or by email at prospectus@morganstanley.com; Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322; UBS Securities LL
