NEW YORK, NY -- (Marketwired) -- 08/12/14 --
Apollo Commercial Real Estate Finance, Inc. (the "Company" or "ARI") (NYSE: ARI), today announced the pricing of its public offering of $100,000,000 aggregate principal amount of its 5.50% Convertible Senior Notes due 2019 (the "Notes") for total gross proceeds of $102,000,000, excluding accrued interest. The Notes were priced at 102% of face value plus accrued interest from, and including, March 17, 2014. The Notes are an additional issuance of, will be fully fungible with and form a single series with the $143,750,000 aggregate principal amount of the Company's 5.50% Convertible Senior Notes due 2019 issued in March 2014, and will have the same CUSIP number. The Company has granted to the underwriters the option to purchase, within a period of 13 days beginning on, and including, the date the Notes are first issued, up to an additional $15,000,000 aggregate principal amount of the Notes at the public offering price, less the underwriting discount, plus accrued interest. The Notes will bear interest at a rate equal to 5.50% per year, payable semiannually in arrears on March 15 and September 15 of each year, beginning on September 15, 2014. The conversion rate will initially equal 55.3649 shares of common stock per $1,000 principal amount of Notes, which is equivalent to a conversion price of approximately $18.06 per share of common stock. The initial conversion rate is subject to adjustment upon the occurrence of certain events, but will not be adjusted for any accrued and unpaid interest. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company's common stock or a combination of cash and shares of common stock, at its election. The Notes will mature on March 15, 2019. The offering is expected to close on or about August 18, 2014, subject to customary closing conditions.
ARI intends to use the net proceeds from the offering to repay amounts outstanding under the Company's repurchase facility with JPMorgan Chase Bank, N.A. and, to the extent not used therefor, to acquire the Company's target assets, which include commercial first mortgage loans, subordinate financings, commercial mortgage-backed securities and other commercial real estate-related debt investments, and for general corporate purposes.
J.P. Morgan, BofA Merrill Lynch and Citigroup are the joint book-running managers for the offering.
A registration statement relating to these securities has been declared effective by the Securities and Exchange Commission. The offering will be made only by means of a prospectus supplement and accompanying prospectus. A copy of the prospectus supplement and accompanying prospectus related to the offering can be obtained, when available, by contacting J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attention: Prospectus Department, or by calling 866-803-9204; BofA Merrill Lynch, Attention: Prospectus Department, 222 Broadway, New York, NY 10038, Email: email@example.com; or Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by calling 800-831-9146, Email: BATProspectusdept@citi.com.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of any securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Apollo Commercial Real Estate Finance, Inc.
Apollo Commercial Real Estate Finance, Inc. (NYSE: ARI) is a real estate investment trust that primarily originates, invests in, acquires and manages performing commercial first mortgage loans, subordinate financings, commercial mortgage-backed securities and other commercial real estate-related debt investments. The Company is externally managed and advised by ACREFI Management, LLC, a Delaware limited liability company and an indirect subsidiary of Apollo Global Management, LLC, a leading global alternative investment manager.
Certain statements contained in this press release constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are intended to be covered by the safe harbor provided by the same. Forward-looking statements are subject to substantial risks and uncertainties, many of which are difficult to predict and are generally beyond the Company's control. These forward-looking statements include information about possible or assumed future results of the Company's business, financial condition, liquidity, results of operations, plans and objectives. When used in this release, the words "believe," "expect," "anticipate," "estimate," "plan," "continue," "intend," "should," "may" or similar expressions are intended to identify forward-looking statements. Statements regarding the following subjects, among others, may be forward-looking: the offering and whether or not the Company will consummate the offering. For a further list and description of such risks and uncertainties, see the reports filed by the Company with the Securities and Exchange Commission. The forward-looking statements, and other risks, uncertainties and factors are based on the Company's beliefs, assumptions and expectations of its future performance, taking into account all information currently available to the Company. Forward-looking statements are not predictions of future events. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Source: Apollo Commercial Real Estate Finance, Inc.