Ladder Capital Corp Files New Universal Shelf Registration Statement to Replace Expired Shelf Registration Statement
Ladder Capital Corp (NYSE: LADR) ("Ladder" or the "Company") today announced that it has filed a new universal shelf registration statement on Form S-3 (the "New Shelf") with the U.S. Securities and Exchange Commission ("SEC") to replace its expired shelf registration statement originally filed with the SEC on March 16, 2020.
This filing is made in the ordinary course. No offering of securities is currently contemplated by the Company, and any future offering would be subject to market conditions and other factors. The inclusion of debt securities in the New Shelf is consistent with Ladder's intended path toward investment grade debt ratings. However, there is no assurance that the Company will attain an investment grade debt rating or issue any securities under the New Shelf.
Any offering of securities under the New Shelf will be made only by means of a prospectus supplement related to such offering and the accompanying prospectus included in the New Shelf. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of any 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.
Ladder Capital Corp is an internally-managed commercial real estate investment trust with $6.0 billion of assets as of December 31, 2022. Our investment objective is to preserve and protect shareholder capital while producing attractive risk-adjusted returns. As one of the nation's leading commercial real estate capital providers, we specialize in underwriting commercial real estate an offering flexible capital solutions within a sophisticated platform.
Ladder originates and invests in a diverse portfolio of commercial real estate and real estate-related assets, focusing on senior secured assets. Our investment activities include: (i) our primary business of originating senior first mortgage fixed and floating rate loans collateralized by commercial real estate with flexible loan structures; (ii) owning and operating commercial real estate, including net leased commercial properties; and (iii) investing in investment grade securities secured by first mortgage loans on commercial real estate.
Founded in 2008, Ladder is run by a highly experienced management team with extensive expertise in all aspects of the commercial real estate industry, including origination, credit, underwriting, structuring, capital markets and asset management. Members of Ladder's management and board of directors are highly aligned with the Company's investors, owning over 10% of the Company's equity. Ladder is headquartered in New York City with regional offices in Miami, Florida and Santa Monica, California.
Certain statements in this release may constitute "forward-looking" statements, including, but not limited to, any plans with respect to an offering of securities by the Company or its stockholders, the Company's intended path to investment grade debt ratings and the Company's expectations relating to its use of the New Shelf. These statements are based on management's current opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results. These forward-looking statements are only predictions, not historical fact, and involve certain risks and uncertainties, as well as assumptions. Actual results, levels of activity, performance, achievements and events could differ materially from those stated, anticipated or implied by such forward-looking statements. While Ladder believes that its assumptions are reasonable, it is very difficult to predict the impact of known factors, and, of course, it is impossible to anticipate all factors that could affect actual results on the Company's business. In addition, there are a number of risks and uncertainties that could cause actual results to differ materially from forward-looking statements made herein including, most prominently, the risks discussed under the heading "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, as well as its consolidated financial statements, related notes, and other financial information appearing therein, and its other filings with the SEC. Such forward-looking statements are made only as of the date of this release. Ladder expressly disclaims any obligation or undertaking to release any updates or revisions to any forward-looking statements contained herein to reflect any change in its expectations with regard thereto or changes in events, conditions, or circumstances on which any such statement is based.
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