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Venable acted as Maryland counsel to Annaly Capital Management, Inc. ("Annaly") in connection with its acquisition of Hatteras Financial Corp. ("Hatteras"), which closed on July 12, 2016.  Annaly completed the acquisition by conducting a negotiated exchange offer for outstanding shares of common stock of Hatteras, followed by a second step merger of Hatteras with and into a subsidiary of Annaly.  The second step merger was conducted pursuant to Section 3-106.1 of the Maryland General Corporation Law, which permits, subject to certain other requirements, an acquirer of a sufficient number of shares of stock of a target in an exchange offer to be able to effect a merger without a vote of the target's stockholders. 

Venable partner Mike Schiffer led the firm's Corporate team and received assistance from associates Brian FieldMike Sheehan and Petra Bondra.