Current Report Filing (8-k)
May 13 2019 - 8:55AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 8, 2019
APOLLO COMMERCIAL REAL ESTATE FINANCE, INC.
(Exact name of registrant as specified in its charter)
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Maryland
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001-34452
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27-0467113
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification Number)
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c/o Apollo Global Management, LLC
9 West 57th Street, 43rd Floor
New York, New York
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10019
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
(212) 515-3200
n/a
(Former name or former address, if changed since last report)
Check the appropriate box below if the
Form 8-K
filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to
Rule 14a-12
under the Exchange Act
(17 CFR 240.14a-12)
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Pre-commencement
communications pursuant to
Rule 14d-2(b)
under the Exchange Act
(17 CFR 240.14d-2(b))
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Pre-commencement
communications pursuant to
Rule 13e-4(c)
under the Exchange Act
(17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or
Rule 12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging Growth Company ☐
If an
emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Securities registered pursuant to Section 12(b) of
the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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Common Stock, $0.01 par value
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ARI
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New York Stock Exchange
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8.00% Series C Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value
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ARIPrC
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New York Stock Exchange
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Item 1.01. Entry into a Material Definitive Agreement.
Underwriting Agreement
On May 8, 2019, Apollo
Commercial Real Estate Finance, Inc. (the
Company
) entered into an underwriting agreement (the
Underwriting Agreement
), by and among the Company, ACREFI Management, LLC, the Companys external manager (the
Manager
), and J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC (the
Underwriters
). Pursuant to the terms of the Underwriting Agreement, the Company agreed to sell, and the Underwriters agreed to
purchase, subject to the terms and conditions set forth in the Underwriting Agreement, an aggregate of 15,000,000 shares of the Companys common stock, par value $0.01 per share. In addition, the Company granted to the Underwriters a
30-day
option to purchase up to an additional 2,250,000 shares (the
Option
). The Underwriters exercised the Option in full.
The public offering, expected to close on May 13, 2019, will generate net proceeds of approximately $314.8 million, after deducting estimated
transaction expenses. The Underwriting Agreement contains customary representations, warranties and agreements of the Company, conditions to closing, indemnification rights and obligations of the parties and termination provisions.
The preceding description is qualified in its entirety by reference to the underwriting agreement, a copy of which is attached hereto as Exhibit 1.1 to
this Current Report on
Form 8-K
and is incorporated herein by reference.
Item 9.01. Financial
Statements and Exhibits.
(d)
Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
May 13, 2019
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APOLLO COMMERCIAL REAL ESTATE FINANCE, INC.
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/s/ Stuart A. Rothstein
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Stuart A. Rothstein
President and Chief
Executive Officer
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