Arbor Realty Trust, Inc. Announces Proposed Private Offering of Convertible Senior Notes due 2022
November 05 2019 - 4:05PM
Arbor Realty Trust, Inc. (the “Company”) (NYSE: ABR) today
announced that it intends to offer, subject to market and other
conditions, $215 million in aggregate principal amount of
Convertible Senior Notes due 2022 (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 13-day option to purchase up to an additional $32.25
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.
Concurrently with the offering of the Notes, the Company intends
to enter into separate privately negotiated agreements with certain
holders of its outstanding $115 million aggregate principal amount
of 5.25% Convertible Senior Notes due 2021 that were issued on July
3, 2018 (the “5.25% Convertible Notes (A)”) and $149.5 million
aggregate principal amount of 5.25% Convertible Senior Notes due
2021 that were issued on July 20, 2018 (the “5.25% Convertible
Notes (B)” and together with the 5.25% Convertible Notes (A), the
“5.25% Convertible Notes”) to exchange their 5.25% Convertible
Notes for cash and shares of the Company’s common stock. The
Company intends to use the net proceeds of this offering to pay the
cash consideration under such exchange agreements and any remaining
proceeds from the offering for general corporate purposes. The
5.25% Convertible Notes mature on July 1, 2021 and bear interest at
a rate of 5.25% per annum.
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 nationwide real estate
investment trust and direct lender, providing loan origination and
servicing for multifamily, seniors housing, healthcare and other
diverse commercial real estate assets. Headquartered in New York,
Arbor manages a multibillion-dollar servicing portfolio,
specializing in government-sponsored enterprise products. Arbor is
a Fannie Mae DUS® lender and Freddie Mac Optigo Seller/Servicer.
Arbor’s product platform also includes CMBS, bridge, mezzanine and
preferred equity lending.
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, 2018 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: |
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Investors: |
Arbor Realty Trust, Inc. |
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The Ruth Group |
Paul Elenio, Chief Financial
Officer |
|
Alexander Lobo |
516-506-4422 |
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646-536-7037 |
pelenio@arbor.com |
|
alobo@theruthgroup.com |
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Media: |
|
|
Bonnie Habyan,
Chief Marketing Officer |
|
|
516-506-4615 |
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bhabyan@arbor.com |
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