The Atlantic BuildingEquity Distribution Agreement • November 30th, 2020 • Invesco Mortgage Capital Inc. • Real estate investment trusts
We have represented Invesco Mortgage Capital, Inc., a Maryland corporation (the “Company”), in connection with the issuance and sale by the Company of up to 45,000,000 shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), pursuant to an equity distribution agreement, dated November 30, 2020 (the “Equity Distribution Agreement”), by and among the Company, IAS Operating Partnership, LP, a Delaware limited partnership (the “Operating Partnership”), Invesco Advisers, Inc., a Delaware corporation, and JMP Securities, LLC. This opinion letter is being furnished in accordance with the requirements of Item 16 of the Securities and Exchange Commission’s (the “Commission”) Form S-3 and Item 601(b)(8) of Regulation S-K under the Securities Act of 1933, as amended, and the rules and regulations thereunder (the “Securities Act”). Capitalized terms used in this opinion letter and not otherwise defined herein shall have the meanings ascribed to such terms in the Equity
Invesco Mortgage Capital Inc. 45,000,000 Shares of Common Stock EQUITY DISTRIBUTION AGREEMENT Dated: November 30, 2020Equity Distribution Agreement • November 30th, 2020 • Invesco Mortgage Capital Inc. • Real estate investment trusts • New York
