BrightSpire Capital, Inc. Announces Secondary Offering of 30,358,213 Shares of Class A Common Stock by DigitalBridge Group, Inc.

Rhea-AI Summary

BrightSpire Capital (NYSE: BRSP) announced a secondary offering of 30,358,213 shares of its Class A common stock by a selling stockholder affiliated with DigitalBridge Group. The underwriters will also have a 30-day option to purchase an additional 4,553,731 shares. BrightSpire will not offer any shares or receive proceeds from this transaction. Notably, none of the company’s directors or officers are involved in this offering. J.P. Morgan and Barclays are the underwriters for the offering, which is linked to a registration statement. Interested parties may obtain the prospectus when available.

Positive

• None

Negative

• Shareholder dilution potential due to a significant secondary offering of 30,358,213 shares.
• BrightSpire Capital is not receiving proceeds from this offering, limiting its financial benefit.

NEW YORK--(BUSINESS WIRE)-- BrightSpire Capital, Inc. (NYSE: BRSP) (“BrightSpire Capital” or the “Company”) announced today that a selling stockholder affiliated with DigitalBridge Group, Inc. (“DigitalBridge”) has commenced a secondary offering of 30,358,213 shares of BrightSpire Capital’s Class A common stock. The selling stockholder intends to grant the underwriters a 30-day option to purchase up to 4,553,731 additional shares of the Company’s Class A common stock.

BrightSpire Capital is not offering any shares of Class A common stock in the offering and will not receive any proceeds from the sale of shares in this offering. In addition, none of BrightSpire Capital’s directors or officers are selling any shares of Class A common stock in this offering.

J.P. Morgan and Barclays are serving as underwriters and joint book-running managers for the offering.

The offering of these securities is being made pursuant to an effective shelf registration statement. This offering will be made only by means of a prospectus. A copy of the prospectus, when available, may be obtained from: J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-866-803-9204 and Barclays Capital Inc., Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: (888) 603-5847.

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 BrightSpire Capital, Inc.

BrightSpire Capital, Inc. is internally managed and one of the largest publicly traded commercial real estate (CRE) credit REITs, focused on originating, acquiring, financing and managing a diversified portfolio consisting primarily of CRE debt investments and net leased properties predominantly in the United States. CRE debt investments primarily consist of first mortgage loans, which we expect to be the primary investment strategy. BrightSpire Capital is organized as a Maryland corporation and taxed as a REIT for U.S. federal income tax purposes.

Cautionary Statement Regarding 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 our control, and may cause actual results to differ significantly from those expressed in any forward-looking statement. Additional information about these and other factors can be found in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, as well as in BrightSpire Capital’s other filings with the U.S. Securities and Exchange Commission. Moreover, each of the factors referenced above are likely to also be impacted directly or indirectly by the ongoing impact of COVID-19 and investors are cautioned to interpret substantially all of such statements and risks as being heightened as a result of the ongoing impact of the COVID-19.

BrightSpire Capital cautions its investors not to unduly rely on any forward-looking statements. The forward-looking statements speak only as of the date of this press release. BrightSpire Capital is under no duty to update any of these forward-looking statements after the date of this press release, nor to conform prior statements to actual results or revised expectations, and BrightSpire Capital does not intend to do so.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230228006410/en/

Investor Relations

BrightSpire Capital, Inc.

Addo Investor Relations

Anne McGuinness

310-829-5400

brsp@addo.com

Source: BrightSpire Capital, Inc.

FAQ

What is the recent stock offering related to BrightSpire Capital (BRSP)?

BrightSpire Capital announced a secondary offering of 30,358,213 shares of its Class A common stock by a selling stockholder affiliated with DigitalBridge Group.

Who are the underwriters for the BrightSpire Capital (BRSP) stock offering?

J.P. Morgan and Barclays are serving as the underwriters and joint book-running managers for the stock offering.

Will BrightSpire Capital (BRSP) receive any proceeds from the recent offering?

No, BrightSpire Capital will not receive any proceeds from the secondary offering.

What is the option related to the recent stock offering of BrightSpire Capital (BRSP)?

The underwriters have a 30-day option to purchase up to 4,553,731 additional shares of BrightSpire Capital's Class A common stock.