Arbor Realty Trust, Inc. Announces Pricing of $75 million of Convertible Senior Notes due 2019

UNIONDALE, N.Y., Sept. 30, 2016 -- Arbor Realty Trust, Inc. (the “Company”) (NYSE:ABR) today announced the pricing of its previously announced underwritten public offering of $75 million aggregate principal amount of its 6.50% Convertible Senior Notes due 2019 (the “Notes”), registered under the Securities Act of 1933, as amended. The Company has granted the underwriters a 30-day option to purchase up to $11.25 million aggregate principal amount of additional Notes on the same terms and conditions to cover over-allotments, if any. The offering is expected to close on or about October 5, 2016, subject to satisfaction of customary closing conditions.

The Notes will bear interest at a rate equal to 6.50% per year, payable semiannually in arrears on April 1 and October 1 of each year, beginning on April 1, 2017 and will mature on October 1, 2019, 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 119.3033 shares of common stock per $1,000 principal amount of Notes, which is equivalent to an initial conversion price of approximately $8.38 per share of common stock, representing an approximate 10% conversion premium based on the closing price of the Company’s common stock of $7.62 per share on September 29, 2016.

The Company intends to use the net proceeds from the offering to make investments relating to its business and for general corporate purposes. 

J.P. Morgan Securities LLC, JMP Securities LLC and BofA Merrill Lynch are acting as joint book-running managers for the offering.

The offering is being made pursuant to an effective shelf registration statement, including a prospectus and related prospectus supplement, filed by the Company with the Securities and Exchange Commission.  These documents may be obtained for free by visiting the SEC’s website at http://www.sec.gov. Alternatively, a copy of the final prospectus supplement and accompanying prospectus related to the offering may be obtained, when available, by contacting J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (866) 803-9204, or by email at [email protected]; or JMP Securities LLC, 600 Montgomery Street, 10^th Floor, San Francisco, CA 94111, Attention: Prospectus Department, or by calling (415) 835-3959.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor will there be any sale of these securities in any state or other 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 other jurisdiction.

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. The Company is a Fannie Mae DUS® Multifamily Lender and a Fannie Mae Small Loan lender, a Freddie Mac Program Plus® 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. The Company is externally managed and advised by Arbor Commercial Mortgage, LLC.

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 public offering on the anticipated terms or at all, market conditions, the satisfaction of customary closing conditions related to the public offering, and other risks detailed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, Definitive Proxy Statement filed with the SEC on April 22, 2016 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 
516-506-4422
[email protected]

Media:
Bonnie Habyan, EVP of Marketing
516-506-4615
[email protected]

Investors:
Joseph Green
The Ruth Group
646-536-7013
[email protected]