Colony Financial, Inc. (the “Company”) (NYSE: CLNY) today announced the
pricing of its public offering of $150,000,000 aggregate principal
amount of its 3.875% Convertible Senior Notes due 2021 (the “Notes”) for
total gross proceeds of $151,875,000 (excluding accrued interest). The
Company has granted to the underwriters a 30-day option to purchase up
to an additional $22,500,000 aggregate principal amount of the Notes to
cover over-allotments, if any.
The Notes will mature on January 15, 2021. The Notes will bear interest
at a rate equal to 3.875% per year, payable semiannually in arrears on
January 15 and July 15 of each year, beginning on July 15, 2014. The
Notes may be converted into shares of the Company’s common stock at any
time prior to the close of business on the second scheduled trading day
immediately preceding the maturity date, unless the Notes have been
previously repurchased or redeemed by the Company. The conversion rate
of the Notes will initially equal 40.2941 shares of common stock per
$1,000 principal amount of Notes, which is equivalent to a conversion
price of approximately $24.82 per share of common stock, representing an
approximate 11.5% conversion premium (12.9% effective conversion premium
based on the actual re-offer price) based on the closing price of the
Company’s common stock of $22.26 per share on June 11, 2014. The
conversion rate will be subject to adjustment upon the occurrence of
certain events, but will not be adjusted for any accrued and unpaid
interest. The offering is expected to close on or about June 17, 2014,
subject to customary closing conditions.
The Company intends to use the net proceeds from the offering to repay
amounts outstanding under its secured revolving credit facility, and to
use any remainder of the net proceeds from this offering to acquire its
target assets in a manner consistent with its investment strategies and
investment guidelines and for working capital and general corporate
purposes.
BofA Merrill Lynch, Barclays, Credit Suisse and Deutsche Bank Securities
are acting as the joint book-running managers for this offering.
The offering of the Notes will be made under the Company’s automatically
effective shelf registration statement, which was filed with the
Securities and Exchange Commission (SEC). The offering will be made only
by means of a prospectus supplement and prospectus, which have been
filed with the SEC. Before you invest, you should read the applicable
prospectus supplement and prospectus for more complete information about
the Company and the offering. You may obtain these documents free of
charge by visiting the SEC website at www.sec.gov.
Alternatively, you may obtain copies, when available, by contacting BofA
Merrill Lynch at 222 Broadway, New York, NY 10038, Attention: Prospectus
Department or by emailing dg.prospectus_requests@baml.com;
Barclays, c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717, telephone (toll free) at (888) 603-5847 or by email
at Barclaysprospectus@broadridge.com;
Credit Suisse at One Madison Avenue, New York, New York 10010,
Attention: Prospectus Department, by telephone (toll free) at (800)
221-1037 or by e-mailing newyork.prospectus@credit-suisse.com;
or Deutsche Bank Securities at Deutsche Bank Securities Inc., Attention:
Prospectus Group, 60 Wall Street, New York, New York 10005, telephone
(toll free) at (800) 503-4611 or email at prospectus.cpdg@db.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 Colony Financial, Inc.
Colony Financial, Inc. is a real estate investment and finance company
that is focused on acquiring, originating and managing a diversified
portfolio of real estate-related debt and equity investments at
attractive risk-adjusted returns. Our investment portfolio and target
assets are primarily composed of interests in: (i) real estate and real
estate-related debt, including loans acquired at a discount to par in
the secondary market and new originations; and (ii) real estate equity,
including single family homes held as rental investment properties.
Secondary debt purchases may include performing, sub-performing or
non-performing loans (including loan-to-own strategies). The Company has
elected to be taxed as a real estate investment trust, or REIT, for U.S.
federal income tax purposes.
Forward-Looking Statements
This press release may contain forward-looking statements within the
meaning of the federal securities laws. Forward-looking statements
relate to expectations, beliefs, projections, future plans and
strategies, anticipated events or trends and similar expressions
concerning matters that are not historical facts. In some cases, you can
identify forward-looking statements by the use of forward-looking
terminology such as “may,” “will,” “should,” “expects,” “intends,”
“plans,” “anticipates,” “believes,” “estimates,” “predicts,” or
“potential” or the negative of these words and phrases or similar words
or phrases which are predictions of or indicate future events or trends
and which do not relate solely to historical matters. Forward-looking
statements involve known and unknown risks, uncertainties, assumptions
and contingencies, many of which are beyond the Company’s control, and
may cause actual results to differ significantly from those expressed in
any forward-looking statement.
All forward-looking statements reflect the Company’s good faith beliefs,
assumptions and expectations, but they are not guarantees of future
performance. Furthermore, the Company disclaims any obligation to
publicly update or revise any forward-looking statement to reflect
changes in underlying assumptions or factors, of new information, data
or methods, future events or other changes. For a further discussion of
these and other factors that could cause the Company’s future results to
differ materially from any forward-looking statements, see the section
entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for
the year ended December 31, 2013 filed with the SEC on February 27,
2014, as amended by Amendment No. 1 to the Company’s Annual Report on
Form 10-K for the year ended December 31, 2013 filed with the SEC on
March 27, 2014, the Company’s Quarterly Report on Form 10-Q for the
quarter ended March 31, 2014 filed with the SEC on May 12, 2014 and
other risks described in documents subsequently filed by the Company
from time to time with the SEC.
Copyright Business Wire 2014