Arbor Realty Trust, Inc. Announces Proposed Private Offering of Convertible Senior Notes due 2021
July 17 2018 - 8:15AM
Arbor Realty Trust, Inc. (the “Company”) (NYSE:ABR) today announced
that it intends to offer, subject to market and other conditions,
$110 million in aggregate principal amount of 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 intends
to grant the initial purchasers of the Notes a 30-day option to
purchase up to an additional $16.5 million aggregate principal
amount of Notes on the same terms and conditions.
The terms of the Notes, including the interest rate, initial
conversion rate and other terms, will be determined by negotiations
between the Company and the initial purchasers of the Notes.
The Company intends to use a portion of the net proceeds to
enter into privately negotiated agreements with certain holders of
its outstanding 5.375% Convertible Senior Notes due 2020 (the
“5.375% Convertible Notes”) to exchange their 5.375% Convertible
Notes for a combination of cash and shares of the Company’s common
stock. The remaining net proceeds will be used for general
corporate purposes.
This offering is being 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 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 proposed
offering 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.
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Contacts:Arbor Realty
Trust, Inc.Paul Elenio, Chief Financial Officer
516-506-4422pelenio@arbor.com |
Investors:The Ruth
GroupLee Roth646-536-7012lroth@theruthgroup.com |
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Media:Bonnie Habyan,
EVP of Marketing516-506-4615bhabyan@arbor.com |
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