Business & Finance
Business and Finance
Business and Finance
Fri, April 1, 2011
Thu, March 31, 2011 Colony Financial, Inc. Announces Pricing of Public Offering of Common Stock
LOS ANGELES--([ BUSINESS WIRE ])--Colony Financial, Inc. (the "Company") (NYSE: CLNY) today announced the pricing of an underwritten public offering of 14,000,000shares of common stock pursuant to a registration statement filed with the Securities and Exchange Commission at a public offering price of $18.50 per share. The Company is offering 13,250,000shares of common stock and selling stockholders are offering750,000 shares. The offering is expected to close on April 6, 2011 and is subject to customary closing conditions. The underwriters have been granted a 30-day option by the Company to purchase up to an additional 2,100,000 shares at the public offering price, less the underwriting discounts and commissions. The offering will generate gross proceeds to the Company of approximately $245.1 million, or $284.0 million if the underwriters exercise their option to purchase additional shares in full.
The Company intends to use the proceeds from the offering to acquire the Companya™s target assets and for working capital and general corporate purposes.
BofA Merrill Lynch, Goldman, Sachs & Co., Morgan Stanley and UBS Investment Bank are acting as joint book-running managers for the offering. RBC Capital Markets, FBR Capital Markets, JMP Securities and Keefe, Bruyette & Woods are acting as co-managers.
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. A copy of the prospectus related to the offering can be obtained, when available, by contacting BofA Merrill Lynch, 4 World Financial Center, New York, New York 10080, Attention: Prospectus Department, or by e-mail at [ dg.prospectus_requests@baml.com ]; Goldman, Sachs & Co., Attention: Prospectus Department, 200 West Street, New York, NY 10282, telephone: (866) 471-2526, facsimile: (212) 902-9316, or by e-mail at [ prospectus-ny@ny.email.gs.com ]; Morgan Stanley & Co. Incorporated, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, telephone: (866) 718-1649, or by e-mail at [ prospectus@morganstanley.com ]; and UBS Securities LLC, Attention: Prospectus Department, 299 Park Avenue, New York, NY 10171, telephone: (888) 827-7275.
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 is a real estate finance company that is focused primarily on acquiring, originating and managing commercial mortgage loans, which may be performing, sub-performing or non-performing loans (including loan-to-own strategies), other commercial real estate-related debt investments, CMBS, REO properties and other real estate-related assets. Colony Financial intends to elect and qualify 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, that may cause actual results to differ significantly from those expressed in any forward-looking statement. Statements regarding the following subjects, among others, may be forward-looking: the closing of the proposed offering; business and investment strategy; investment portfolio; projected operating results; actions and initiatives of the U.S.Government and changes to U.S.Government policies and the execution and impact of these actions, initiatives and policies; ability to obtain financing arrangements; financing and advance rates for the Companya™s target assets; expected leverage; compliance with obligations under, and restrictions imposed by, the Companya™s credit facility; general volatility of the markets in which the Company invests; expected investments; expected co-investment allocations and related requirements; interest rate mismatches between the Companya™s target assets and its borrowings used to fund such investments; changes in interest rates and the market value of the Company's target assets; changes in prepayment rates on the Companya™s target assets; effects of hedging instruments on the Companya™s target assets; rates of default or decreased recovery rates on the Companya™s target assets; the degree to which the Companya™s hedging strategies may or may not protect the Company from interest and foreign exchange rate volatility; impact of changes in governmental regulations, tax law and rates, and similar matters; the Companya™s ability to maintain its qualification as a REIT for U.S. federal income tax purposes; the Companya™s ability to maintain its exemption from registration under the 1940 Act; availability of investment opportunities in mortgage-related and real estate-related investments and other securities; availability of qualified personnel; estimates relating to the Companya™s ability to make distributions to its stockholders in the future; the Companya™s understanding of its competition; and market trends in the Companya™s industry, interest rates, real estate values, the debt securities markets or the general economy.
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 registration statement relating to the Company's underwritten public offering filed with the Securities and Exchange Commission on March21, 2011, as amended, and the Companya™s Annual Report on Form 10-K for the year ended December 31, 2010 filed with the Securities and Exchange Commission on March 7, 2011, and other risks described in documents subsequently filed by the Company from time to time with the Securities and Exchange Commission.
