Item 1.01 Entry into a Material Definitive Agreement.
On November 10, 2020, Arbor Realty Trust, Inc. (the "Company") entered into an
underwriting agreement (the "Underwriting Agreement"), among the Company, Arbor
Realty Limited Partnership and J.P. Morgan Securities LLC and JMP Securities
LLC, as representatives of the underwriters named therein (the "Underwriters"),
for the issuance and sale by the Company of 7,000,000 shares of its common
stock, par value $0.01 per share (the "Common Stock"). The Underwriters agreed
to purchase the Common Stock from the Company at a price of $13.30 per share,
resulting in approximately $92.95 million of total net proceeds, after deducting
the estimated expenses of this offering, to the Company. In addition, the
Company granted the Underwriters an option for 30 days to purchase up to an
additional 1,050,000 shares of Common Stock. The Underwriting Agreement includes
customary representations, warranties, covenants and closing conditions. It also
provides for customary indemnification by each of the Company and certain
affiliated entities and the Underwriters against certain liabilities and
customary contribution provisions in respect of those liabilities. The
transaction contemplated by the Underwriting Agreement closed on November 13,
2020.
The offering and sale of Common Stock were made pursuant to a preliminary
prospectus supplement and final prospectus supplement related to the Company's
effective shelf registration statement on Form S-3 (File No. 333-242377) ,
each of which have been filed with the Securities and Exchange Commission. A
copy of the Underwriting Agreement is filed as Exhibit 1.1 hereto and
incorporated herein by reference. The foregoing summary does not purport to be
complete and is qualified in its entirety by reference to the Underwriting
Agreement. The legal opinion of Venable LLP relating to the legality of the
Common Stock is attached as Exhibit 5.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number Exhibit
1.1 Underwriting Agreement, dated November 10, 2020, by and among Arbor
Realty Trust, Inc., Arbor Realty Limited Partnership, J.P. Morgan
Securities LLC and JMP Securities LLC
5.1 Opinion of Venable LLP
23.1 Consent of Venable LLP (included in Exhibit 5.1)
104 The cover page of this Current Report on Form 8-K, formatted in Inline
XBRL
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