Arbor Realty Trust, Inc. Announces Pricing of $100 million of 5.25% Convertible Senior Notes due 2021
June 28 2018 - 9:20PM
Arbor Realty Trust, Inc. (the “Company”) (NYSE:ABR) today announced
the pricing of $100 million in aggregate principal amount of its
5.25% Convertible Senior Notes due 2021 (the “Notes”) in a private
placement to qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended (the “Securities
Act”). The Company also granted the initial purchasers of the Notes
a 30-day option to purchase up to an additional $15 million in
aggregate principal amount of Notes solely to cover over-allotments
on the same terms and conditions. The sale of the Notes to the
initial purchasers is expected to settle on or about July 3, 2018,
subject to customary closing conditions.
The Notes will bear interest at a rate equal to 5.25% per year,
payable semiannually in arrears on January 1 and July 1 of each
year, beginning on January 1, 2019, and will mature on July 1,
2021, unless earlier converted or repurchased. The Company will not
have the right to redeem the Notes prior to maturity. The Notes
will be convertible, subject to certain conditions, into cash,
shares of the Company’s common stock or a combination thereof, at
the Company’s sole election. The conversion rate will initially
equal 86.9943 shares of common stock per $1,000 principal amount of
Notes, which is equivalent to an initial conversion price of
approximately $11.50 per share of common stock, representing an
approximate 10% conversion premium based on the closing price of
the Company’s common stock of $10.45 per share on June 28,
2018.
The Company intends to use a portion of the net proceeds to
exchange approximately $87.9 million in aggregate principal amount
of its 6.50% Convertible Senior Notes due 2019 for a combination of
cash and shares of the Company’s common stock to be completed
concurrently with the offering (the “Note Exchanges”). In
connection with the Note Exchanges, the Company expects to pay
approximately $78.9 million in cash, which includes
accrued interest, and issue approximately 3.4 million shares of its
common stock, to settle such exchanges. The remaining net proceeds
are intended to be used for general corporate purposes.
This offering was made to qualified institutional buyers
pursuant to Rule 144A under the Securities Act. The offer and sale
of the Notes and the shares of the Company’s common stock, if any,
issuable upon conversion of the Notes have not been and will not be
registered under the Securities Act or any state securities laws,
and, unless so registered, the Notes and such shares may not be
offered or sold in the United States or to U.S. persons
except pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act and
applicable state securities laws.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall it
constitute an offer, or the solicitation of any sale, of any
securities in any jurisdiction in which such offer, solicitation or
sale is unlawful.
About Arbor Realty Trust, Inc.
Arbor Realty Trust, Inc. (NYSE:ABR) is a real estate investment
trust and national direct lender specializing in loan origination
and servicing for multifamily, seniors housing, healthcare and
other diverse commercial real estate assets. Arbor is a Fannie Mae
DUS® Multifamily Lender and a Fannie Mae Small Loan lender, a
Freddie Mac Program Plus® Seller/Servicer and a Freddie Mac Small
Balance Loan Lender, a Fannie Mae and Freddie Mac Seniors Housing
Lender, an FHA Multifamily Accelerated Processing (MAP)/LEAN
Lender, a HUD-approved LIHTC Lender as well as a CMBS, bridge,
mezzanine and preferred equity lender.
Safe Harbor Statement
Certain items in this press release may constitute
forward-looking statements within the meaning of the “safe harbor”
provisions of the Private Securities Litigation Reform Act of 1995,
including, but not limited to, statements relating to the Company’s
expectations regarding the anticipated closing date, the
consummation of the Note Exchanges and the anticipated use of the
net proceeds from the offering. These statements are based on
management’s current expectations and beliefs and are subject to a
number of trends and uncertainties that could cause actual results
to differ materially from those described in the forward-looking
statements. The Company can give no assurance that its expectations
will be attained. Factors that could cause actual results to differ
materially from the Company’s expectations include, but are not
limited to, risks and uncertainties related to the completion of
the offering on the anticipated terms or at all, market conditions,
the satisfaction of customary closing conditions related to the
offering, and other risks detailed in the Company’s Annual Report
on Form 10-K for the year ended December 31, 2017 and its other
reports filed with the SEC. Such forward-looking statements speak
only as of the date of this press release. The Company expressly
disclaims any obligation or undertaking to release publicly any
updates or revisions to any forward-looking statements contained
herein to reflect any change in the Company’s expectations with
regard thereto or change in events, conditions, or circumstances on
which any such statement is based.
Contacts:Arbor Realty
Trust, Inc.Paul Elenio, Chief Financial Officer
516-506-4422pelenio@arbor.com |
Investors:The Ruth
GroupLee Roth646-536-7012lroth@theruthgroup.com |
Media:Bonnie Habyan,
EVP of Marketing516-506-4615bhabyan@arbor.com |
|
Arbor Realty (NYSE:ABR)
Historical Stock Chart
From Aug 2024 to Sep 2024
Arbor Realty (NYSE:ABR)
Historical Stock Chart
From Sep 2023 to Sep 2024