Safehold Announces Upsizing and Pricing of Public Offering and Concurrent Private Placement

Rhea-AI Summary

Safehold Inc. (NYSE: SAFE) has priced a public offering of 2,200,000 shares at $76.00 each, generating approximately $167.2 million in gross proceeds. The offering was upsized from 2,000,000 shares. A 30-day option for underwriters to purchase an additional 330,000 shares is included. Concurrently, the company is selling 657,894 shares to iStar Inc. (NYSE: STAR) for $50 million. In total, Safehold will raise $217.2 million for ground lease investments, credit facility repayments, and general corporate purposes. The offering closes on September 27, 2021.

Positive

• Total gross proceeds of $217.2 million from public offering and private placement.
• Intended use of funds includes additional investments in ground leases.

Negative

• Potential shareholder dilution due to the public offering.

NEW YORK, Sept. 22, 2021 /PRNewswire/ -- Safehold Inc. (NYSE: SAFE) (the "Company") announced today that it has priced an underwritten public offering of 2,200,000 shares of its common stock at a public offering price of $76.00 per share for total gross proceeds of approximately $167.2 million. The public offering was upsized from the previously announced 2,000,000 shares of common stock. In connection with the offering, the Company has granted the underwriters in the offering a 30-day option to purchase up to an additional 330,000 shares of its common stock. The offering is expected to close on September 27, 2021 and is subject to customary closing conditions.

Goldman Sachs & Co. LLC, BofA Securities, J.P. Morgan, and Morgan Stanley have acted as joint book-running managers for the public offering. Barclays, Mizuho Securities and Truist Securities are also acting as joint book-running managers for the offering. Capital One Securities, Raymond James, SMBC Nikko, and Berenberg are acting as co-managers for the offering.

Concurrently with the completion of the public offering, Safehold will sell to iStar Inc. (NYSE: STAR) in a private placement 657,894 shares of common stock at the public offering price for total gross proceeds of approximately $50 million. The amount to be purchased by iStar represents approximately 23% of the total number of shares to be issued in the public offering and concurrent iStar private placement (excluding the underwriters' option to purchase additional shares).

In total, the Company will sell a combined 2,857,894 shares, raising total gross proceeds of $217.2 million in the public offering and concurrent iStar private placement (excluding the underwriters' option to purchase additional shares).

The Company intends to use the net proceeds from the public offering and concurrent private placement to make additional investments in ground leases, to repay outstanding borrowings under the Company's revolving credit facility and for general corporate purposes.

This press release does not constitute an offer to sell or the solicitation of an offer to buy shares of common stock, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

The public offering is being made pursuant to an effective shelf registration statement filed by the Company with the Securities and Exchange Commission ("SEC"). A final prospectus supplement and accompanying prospectus relating to the public offering will be filed with the SEC and will be available on the SEC's website. You may obtain these documents for free by visiting EDGAR on the SEC website at www.sec.gov. The Company or any underwriter or any dealer participating in the public offering will arrange to send you the final prospectus supplement and accompanying prospectus if you request it by contacting Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone at (866) 471-2526 or by emailing prospectus-ny@ny.email.gs.com; BofA Securities, 200 North College Street, 3rd Floor, NC1-004-03-43, Charlotte, NC 28255-0001, Attention: Prospectus Department or by email dg.prospectus_requests@bofa.com; J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-866-803-9204 or email: prospectus-eq_fi@jpmchase.com; and Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, Second Floor, New York, New York 10014.

About Safehold:

Safehold Inc. (NYSE: SAFE) is a publicly traded REIT that originates and acquires ground leases in order to generate attractive long-term risk-adjusted returns.

Company Contact:
Jason Fooks, Senior Vice President of Investor Relations & Marketing

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SOURCE Safehold

FAQ

What is the public offering price for Safehold's shares?

The public offering price is $76.00 per share.

How much total gross proceeds will Safehold raise?

Safehold will raise approximately $217.2 million from the public offering and concurrent private placement.

What will Safehold use the proceeds from the offering for?

Safehold intends to use the proceeds for investments in ground leases, repaying credit facility borrowings, and general corporate purposes.

When is the expected closing date for the offering?

The offering is expected to close on September 27, 2021.

Who are the underwriters for Safehold's public offering?

Goldman Sachs, BofA Securities, J.P. Morgan, and Morgan Stanley are joint book-running managers.