Arbor Realty Trust, Inc. Announces Pricing of $130 million of 5.25% Convertible Senior Notes due 2021
July 17 2018 - 7:18PM
Arbor Realty Trust, Inc. (the “Company”) (NYSE:ABR) today announced
the pricing of $130 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 $19.5 million
aggregate principal amount of Notes on the same terms and
conditions. The sale of the Notes to the initial purchasers is
expected to settle on or about July 20, 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 77.8331 shares of common stock per $1,000 principal amount of
Notes, which is equivalent to an initial conversion price of
approximately $12.85 per share of common stock, representing an
approximate 10% conversion premium based on the closing price of
the Company’s common stock of $11.68 per share on July 17,
2018.
The Company intends to use the net proceeds to exchange
approximately $127.6 million aggregate principal amount of 5.375%
Convertible Senior Notes due 2020 (the “5.375% Convertible Notes”)
and approximately $11.9 million aggregate principal amount of 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 $141.0 million in cash, which includes
accrued interest, and issue approximately 3.4 million shares of its
common stock, to settle such exchanges.
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 Company’s
expectations regarding the anticipated closing date 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