NEW YORK--(BUSINESS WIRE)--Ladder Capital Corp (NYSE:LADR) (“Ladder” or the “Company”) announced today that the previously announced underwritten secondary public offering of 10,000,000 shares of the Company’s Class A common stock priced at a price to the public of $13.60 per share. The offering consists entirely of secondary shares to be sold by certain affiliates of Alberta Investment Management Corp., GI Partners, Northgate Capital and TowerBrook Capital Partners (collectively, the “Selling Stockholders”), and the Company will not receive any proceeds from the offering. Certain of the Selling Stockholders have also granted the underwriters a 30-day option to purchase up to an additional 1,500,000 shares. BofA Merrill Lynch, Deutsche Bank Securities and Wells Fargo Securities are acting as joint book-running managers and as representatives of the underwriters for the offering. Additional book-running managers are Barclays, Citigroup and J.P. Morgan. FBR, JMP Securities and Keefe, Bruyette & Woods, a Stifel Company, are acting as co-managers for the offering. The offering is expected to close on December 12, 2016, subject to customary closing conditions.
A shelf registration statement (including prospectus) relating to the shares has been filed with the Securities and Exchange Commission (the “SEC”) and has become effective. Before you invest, you should read the prospectus and other documents filed by Ladder with the SEC for more complete information about Ladder and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, copies of the prospectus supplement and accompanying prospectus, when available, may be obtained from BofA Merrill Lynch, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, Attn: Prospectus Department or via email: email@example.com; Deutsche Bank Securities Inc., Prospectus Group, 60 Wall Street, New York, NY 10005, via telephone: 1-800-503-4611 or via email: firstname.lastname@example.org; or Wells Fargo Securities, LLC, 375 Park Avenue New York, NY 10152, Attention: Equity Syndicate Department, via telephone: 1-800-326-5897 or via email: email@example.com.
The offering of these securities will be made only by means of a prospectus supplement and the accompanying prospectus. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these 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.
Ladder is an internally-managed real estate investment trust that is a leader in commercial real estate finance. Ladder originates and invests in a diverse portfolio of commercial real estate and real estate-related assets, focusing on senior secured assets. Ladder’s investment activities include: (i) direct origination of commercial real estate first mortgage loans; (ii) investments in investment grade securities secured by first mortgage loans on commercial real estate; and (iii) investments in net leased and other commercial real estate equity. Founded in 2008, Ladder is run by a highly experienced management team with extensive expertise in all aspects of the commercial real estate industry, including origination, credit, underwriting, structuring, capital markets and asset management. Led by Brian Harris, the Company’s Chief Executive Officer, Ladder is headquartered in New York City and has branches in Los Angeles and Boca Raton.
Safe Harbor for Forward-Looking and Cautionary Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the offering. These statements are not historical facts but rather are based on the Company’s current expectations, estimates and projections regarding the Company’s business, operations and other factors relating thereto. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,” “continue,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates” and similar expressions are used to identify these forward-looking statements. These statements are only predictions and as such are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in the Company’s filings with the SEC.