Description of Services and Fees
Bimini Advisors, LLC is a registered investment adviser based in Vero Beach, FL. We are organized as
a limited liability company under the laws of the State of Maryland and we have been providing
investment advisory services since 2012. Bimini Advisors Holding LLC is our principal owner. Bimini
Advisors Holding LLC is a subsidiary of Bimini Capital Management, Inc., a public company.
We serve as investment adviser to Orchid Island Capital, Inc. ("OIC"), a publicly traded specialty
finance company, whereby we provide portfolio management services tailored to meet OIC's needs
and investment objectives.
Pursuant to a management agreement with OIC, we have discretion to determine the specific
securities and the amount of securities, to be purchased or sold, the broker-dealer to be used and the
commission rates to be paid for trades in OIC's accounts without approval prior to each transaction.
We manage OIC's portfolio on an ongoing basis and make changes to the portfolio as required by
changes in market conditions and the objectives of OIC.
OIC may limit our discretionary authority (for example, limiting the types of investments that can be
purchased for its account) by providing our firm with restrictions and guidelines in writing.
With respect to OIC we shall be responsible for performing the following as detailed in the
management agreement between our firm and OIC:
(i) forming and maintaining the Investment Committee;
(ii) serving as OIC's consultant with respect to the periodic review of the investments, borrowings and
operations of OIC and other policies and recommendations with respect thereto, including, without
limitation, OIC's Investment Guidelines;
(iii) serving as OIC's consultant with respect to the selection, purchase, monitoring and disposition of
OIC's investments;
(iv) serving as OIC's consultant with respect to decisions regarding any financings, hedging activities or
borrowings undertaken by OIC or its Subsidiaries;
(v) purchasing and financing investments on behalf of OIC;
(vi) providing OIC with portfolio management;
(vii) engaging and supervising, on behalf of OIC and at OIC's expense, independent contractors that
provide real estate, investment banking, securities brokerage, insurance, legal, accounting, transfer
agent, registrar and such other services as may be required relating to OIC's operations or investments
(or potential investments);
(viii) providing executive and administrative personnel, office space and office services required in
rendering services to OIC;
(ix) performing and supervising the performance of administrative functions necessary in the
management of OIC;
4
(x) communicating on behalf of OIC with the holders of any equity or debt securities of OIC as required
to satisfy the reporting and other requirements of any governmental bodies or agencies or trading
exchanges or markets and to maintain effective relations with such holders, including website
maintenance, logo design, analyst presentations, investor conferences and annual meeting
arrangements;
(xi) counseling OIC in connection with policy decisions to be made by the Board of Directors;
(xii) evaluating and recommending to OIC hedging strategies and engaging in hedging activities on
behalf of OIC;
(xiii) counseling
OIC regarding its qualification and the maintenance of its qualification as a reit and
monitoring compliance with the various reit qualification tests and other rules set out in the Code and
U.S. Treasury regulations promulgated thereunder;
(xiv) counseling OIC regarding the maintenance of its exemption from status as an investment
company under the Investment Company Act and monitoring compliance with the requirements for
maintaining such exemption;
(xv) furnishing reports and statistical and economic research to OIC regarding the activities and
services performed for OIC or its Subsidiaries, if any, by our firm;
(xvi) monitoring the operating performance of OIC's investments and providing periodic reports with
respect thereto to the Board of Directors, including comparative information with respect to such
operating performance and budgeted or projected operating results;
(xvii) investing and re-investing any monies and securities of OIC and advising OIC as to its capital
structure and capital-raising activities;
(xviii) causing OIC to retain qualified accountants and legal counsel;
(xix) causing OIC to qualify to do business in all jurisdictions in which such qualification is required and
to obtain and maintain all appropriate licenses;
(xx) assisting OIC in complying with all regulatory requirements applicable to OIC in respect of its
business activities, including preparing or causing to be prepared all financial statements required
under applicable regulations and contractual undertakings and all reports and documents, if any,
required under the Exchange Act or the Securities Act or by the NYSE or other stock exchange
requirements as applicable;
(xxi) taking all necessary actions to enable OIC and any Subsidiaries to make required tax filings and
reports;
(xxii) handling and resolving all claims, disputes or controversies (including all litigation, arbitration,
settlement or other proceedings or negotiations) in which OIC may be involved or to which the
Company may be subject arising out of OIC's day-to-day operations;
(xxiii) arranging marketing materials, advertising, industry group activities (such as conference
participations and industry organization memberships) and other promotional efforts designed to
promote the business of OIC;
5
(xxiv) using commercially reasonable efforts to cause expenses incurred by or on behalf of OIC to be
commercially reasonable or commercially customary and within any budgeted parameters or expense
guidelines set by the Board of Directors from time to time;
(xxv) performing such other services as may be required from time to time for the management and
other activities relating to the assets, business and operations of OIC as the Board of Directors shall
reasonably request or our firm shall deem appropriate under the particular circumstances; and
(xxvi) using commercially reasonable efforts to cause OIC to comply with all applicable laws.
Types of Investments
We primarily invest in mortgage backed securities ("MBS") including fixed-rate MBS, adjustable-rate
MBS ("ARM's"), hybrid adjustable-rate MBS ("hybrid ARM's") and structured MBS for OIC's portfolio.
Assets Under Management
As of December 31, 2023, we provide continuous management services for $4,243,121,000 in client
assets on a discretionary basis.