Arbor Realty Trust prices $325M convertible notes offering at 6.25%

Arbor Realty Trust, Inc. (NYSE: ABR) priced an upsized offering of $325 million in aggregate principal amount of 6.25% Convertible Senior Notes due 2029 in a private placement to qualified institutional buyers under Rule 144A, according to a press release. The offering was increased from an initially announced $300 million.

The notes will mature on July 1, 2029, with interest payable semiannually on January 1 and July 1 each year, beginning January 1, 2027. Settlement is expected on or about July 6, 2026. Arbor also granted initial purchasers a 13-day option to purchase up to an additional $50 million in notes under the same terms, which would bring the total offering to $375 million.

The initial conversion rate is set at 164.0016 shares per $1,000 principal amount, equivalent to a conversion price of approximately $6.10 per share. This represents a 12.5% premium over the June 30, 2026 closing price of $5.42 per share. The company will settle conversions in cash and, if applicable, shares of common stock.

Arbor plans to use proceeds to repurchase approximately 2.1 million shares of common stock for roughly $11.6 million in concurrent privately negotiated transactions, repurchase approximately $102.7 million in shares through a prepaid forward stock repurchase transaction, and redeem its outstanding $270 million of 4.50% Senior Notes due September 1, 2026 at par plus accrued interest. Any remaining proceeds will be used for general corporate purposes.

In connection with the offering, Arbor entered into a prepaid forward stock repurchase transaction covering approximately 18.9 million shares. The notes and any shares issuable upon conversion have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States absent an applicable exemption.

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