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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
December 20, 2005 (December 15, 2005)
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Arbor Realty Trust, Inc.
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(Exact name of registrant as specified in its charter)
Maryland 001-32136 20-0057959
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
333 Earle Ovington Boulevard, Suite 900 Uniondale, New York 11553
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(Address of principal executive offices) (Zip Code)
(516) 832-8002
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(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Arbor Realty Trust, Inc.
Current Report on Form 8-K
ITEM 8.01 OTHER EVENTS.
On December 20, 2005, Arbor Realty Trust, Inc. (the "Company), announced
the pricing on December 15, 2005 of a collateralized debt obligation by two
subsidiaries of the Company.
A copy of the press release is filed as Exhibit 99.1 to this report and
incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit Number
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99.1 Press Release, dated December 20, 2005.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: December 20, 2005 ARBOR REALTY TRUST, INC..
By: /s/ Paul Elenio
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Name: Paul Elenio
Title: Chief Financial Officer
EXHIBIT INDEX
Exhibit Number
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99.1 Press Release, dated December 20, 2005.
Exhibit 99.1
ARBOR REALTY TRUST PRICES COLLATERALIZED DEBT OBLIGATION
NEW YORK, Dec. 20 /PRNewswire-FirstCall/ -- Arbor Realty Trust, Inc. (NYSE:
ABR), a real estate investment trust focused on the business of investing in
real estate related bridge and mezzanine loans, preferred and direct equity
investments, mortgage-related securities and other real estate related assets,
today announced the pricing of a collateralized debt obligation (CDO) to be
issued by two newly-formed subsidiaries of Arbor. Based on current balances
within the collateral portfolio, Arbor expects the facility to issue
approximately $356 million of investment grade-rated debt. Arbor expects to
retain an equity interest in the portfolio of approximately $119 million. The
transaction is expected to close in January 2006, subject to satisfaction of
customary closing conditions.
The debt will be issued on a floating rate basis at an initial weighted
average spread of approximately 73 basis points over three-month LIBOR. The
facility has a five-year replenishment period, giving Arbor the ability to
replace assets within the facility as they pay off during this period.
The face value of the collateral in the initial portfolio is expected to be
approximately $475 million and consists primarily of bridge and mezzanine loans.
Arbor intends to own the portfolio until its maturity and will account for this
transaction on its balance sheet as a financing. Arbor will use the proceeds of
this offering to repay borrowings under its current repurchase agreements and
warehouse credit facilities.
"The pricing of our second CDO this year is a significant accomplishment,
especially considering the current market conditions," said Ivan Kaufman
Chairman and Chief Executive Officer. "A second CDO will give us the ability to
fund the vast majority of our business with CDO debt, trust preferred securities
and our own equity. These are all long-term funding sources that provide us with
a much more stable funding base than we had at the beginning of this year. We
are very pleased with the progress we have made in this area and are more
confident than ever in our ability to finance our future growth."
The notes offered pursuant to the CDO will not be registered under the
Securities Act of 1933, as amended, and may not be offered or sold in the United
States absent registration or an applicable exemption from registration
requirements. This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, 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.
About Arbor Realty Trust, Inc.
Arbor Realty Trust, Inc. is a real estate investment trust which invests in
a diversified portfolio of multi-family and commercial real estate related
bridge and mezzanine loans, preferred and direct equity investments, mortgage
related securities and other real estate related assets. Arbor commenced
operations in July 2003 and conducts substantially all of its operations through
its operating partnership, Arbor Realty Limited Partnership and its
subsidiaries. Arbor is externally managed and advised by Arbor Commercial
Mortgage, LLC, a national commercial real estate finance company operating
through 15 offices in the US that specializes in debt and equity financing for
multi-family and commercial real estate.
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. 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. Arbor can give no
assurance that its expectations will be attained. Factors that could cause
actual results to differ materially from Arbor's expectations include, but are
not limited to, continued ability to source new investments, changes in interest
rates and/or credit spreads, changes in the real estate markets, and other risks
detailed in the Arbor's Annual Report on Form 10-K for the year ended December
31, 2004 and its other reports filed with the SEC. Such forward-looking
statements speak only as of the date of this press release. Arbor 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 Arbor'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
516-832-7422
paul.elenio@thearbornet.com
Investors:
Stephanie Carrington / Denise Roche
The Ruth Group
646-536-7017 / 7008
scarrington@theruthgroup.com
droche@theruthgroup.com
Media:
Bonnie Habyan, SVP of Marketing
516-229-6615
bonnie.habyan@thearbornet.com
SOURCE Arbor Realty Trust, Inc.
-0- 12/20/2005
/CONTACT: Paul Elenio, Chief Financial Officer of Arbor Realty Trust,
Inc., +1-516-832-7422, paul.elenio@thearbornet.com; or Investors: Stephanie
Carrington, +1-646-536-7017, scarrington@theruthgroup.com, or Denise Roche,
+1-646-536-7008, droche@theruthgroup.com, both of The Ruth Group, for Arbor
Realty Trust, Inc.; or Media: Bonnie Habyan, SVP of Marketing of Arbor Realty
Trust, Inc., +1-516-229-6615, bonnie.habyan@thearbornet.com/
(ABR)