Apollo Commercial Real Estate Finance, Inc. (the “Company” or
“ARI”) (NYSE:ARI), today announced the pricing of its public
offering of $200,000,000 aggregate principal amount of its 4.75%
Convertible Senior Notes due 2022 (the “Notes”). The Company has
granted to the underwriters a 13-day option to purchase up to an
additional $30,000,000 aggregate principal amount of the Notes at
the public offering price, less the underwriting discount, plus
accrued interest. The Notes will bear interest at a rate equal to
4.75% per year, payable semiannually in arrears on February 15 and
August 15 of each year, beginning on February 15, 2018. The
conversion rate will initially equal 50.2260 shares of common stock
per $1,000 principal amount of Notes, which is equivalent to a
conversion price of approximately $19.91 per share of common stock,
representing an approximate 10% conversion premium based on the
closing price of the Company’s common stock of $18.10 per share on
August 15, 2017. The initial conversion rate is subject to
adjustment upon the occurrence of certain events, but will not be
adjusted for any accrued and unpaid interest. Upon conversion, we
will pay or deliver, as the case may be, cash, shares of our common
stock or a combination of cash and shares of our common stock, at
our election. The Notes will mature on August 23, 2022. The
offering is expected to close on or about August 21, 2017, subject
to customary closing conditions.
ARI intends to use all or a portion of the net proceeds from the
offering to acquire or originate the Company's target assets, which
include commercial first mortgage loans, subordinate financings,
commercial mortgage backed securities (“CMBS”) and other commercial
real estate-related debt investments, and for working capital and
other general corporate purposes. Pending such uses, ARI may use a
portion of the net proceeds from this offering to temporarily
reduce borrowings under its repurchase agreements (excluding
repurchase agreements secured by the Company's CMBS portfolio).
Morgan Stanley, BofA Merrill Lynch, Citigroup, and J.P. Morgan
are the joint book-running managers for the offering. Deutsche Bank
Securities, JMP Securities and Keefe, Bruyette & Woods, Inc., A
Stifel Company, are the co-managers for the offering.
A registration statement relating to these securities has become
effective under the Securities Act of 1933, as amended. The
offering will be made only by means of a preliminary prospectus
supplement and accompanying prospectus, which have been filed with
the Securities and Exchange Commission. When available, a copy of
the preliminary prospectus supplement and accompanying prospectus
related to the offering can be obtained by contacting Morgan
Stanley, Attention: Prospectus Department, 180 Varick Street,
Second Floor, New York, NY 10014; BofA Merrill Lynch,
NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte, NC
28255-0001, Attention: Prospectus Department, Email:
dg.prospectus_requests@baml.com; Citigroup, c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or
by calling 800-831-9146, Email: BATProspectusdept@citi.com; or J.P.
Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155
Long Island Avenue, Edgewood, NY 11717, Attention: Prospectus
Department, or by calling 866-803-9204.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of any securities in any state or other 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 other jurisdiction.
About Apollo Commercial Real Estate Finance, Inc.
Apollo Commercial Real Estate Finance, Inc. (NYSE:ARI) is a real
estate investment trust that primarily originates, invests in,
acquires and manages performing commercial real estate first
mortgage loans, subordinate financings, commercial mortgage-backed
securities and other commercial real estate-related debt
investments. The Company is externally managed and advised by
ACREFI Management, LLC, a Delaware limited liability company and an
indirect subsidiary of Apollo Global Management, LLC, a leading
global alternative investment manager with approximately $231.8
billion of assets under management as of June 30, 2017.
Forward-Looking Statements
Certain statements contained in this press release constitute
forward-looking statements as such term is defined in Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, and such statements
are intended to be covered by the safe harbor provided by the same.
Forward-looking statements are subject to substantial risks and
uncertainties, many of which are difficult to predict and are
generally beyond the Company's control. These forward-looking
statements include information about possible or assumed future
results of the Company's business, financial condition, liquidity,
results of operations, plans and objectives. When used in this
release, the words "believe," "expect," "anticipate," "estimate,"
"plan," "continue," "intend," "should," "may" or similar
expressions are intended to identify forward-looking statements.
Statements regarding the following subjects, among others, may be
forward-looking: the return on equity; the yield on investments;
the ability to borrow to finance assets; and risks associated with
investing in real estate assets, including changes in business
conditions and the general economy. For a further list and
description of such risks and uncertainties, see the reports filed
by the Company with the Securities and Exchange Commission. The
forward-looking statements, and other risks, uncertainties and
factors are based on the Company's beliefs, assumptions and
expectations of its future performance, taking into account all
information currently available to the Company. Forward-looking
statements are not predictions of future events. The Company
disclaims any intention or obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by law.
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version on businesswire.com: http://www.businesswire.com/news/home/20170815006213/en/
For Apollo Commercial Real Estate Finance, Inc.Hilary
Ginsberg, 212-822-0767
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