Blackstone Mortgage Trust Announces Pricing Of Public Offering Of Convertible Senior Notes

NEW YORK, March 22, 2018 /PRNewswire/ -- Blackstone Mortgage Trust, Inc. (NYSE: BXMT) (the "Company") today announced the pricing of an underwritten public offering of $220.0 million aggregate principal amount of its 4.75% convertible senior notes due 2023 (the "Notes"). The offering is expected to close on March 27, 2018 and is subject to customary closing conditions. The offering will generate gross proceeds of approximately $220.0 million, or $253.0 million if the underwriters exercise their option to purchase additional Notes solely to cover over-allotments in full.

The Company intends to use the net proceeds from the offering to originate and purchase additional commercial mortgage loans and other target assets and investments consistent with its investment strategies and investment guidelines, and for working capital and other general corporate purposes, including repayment of indebtedness.

The Notes will pay interest semiannually at a rate of 4.75% per annum and will mature on March 15, 2023. The Notes will have an initial conversion rate of 27.6052 shares of the Company's class A common stock per $1,000 principal amount of the Notes (equivalent to an initial conversion price of approximately $36.23 per share of the Company's class A common stock and a conversion premium of approximately 15% based on the closing share price of $31.50 per share of the Company's class A common stock on March 22, 2018). The initial conversion rate is subject to adjustment upon the occurrence of certain events, but will not be adjusted for any accrued and unpaid interest. Prior to December 15, 2022, the Notes will be convertible only upon certain circumstances and during certain periods, and thereafter will be convertible at any time prior to the close of business on the second scheduled trading day prior to maturity. Upon conversion, holders will receive cash, shares of the Company's class A common stock or a combination thereof at the Company's election.

BofA Merrill Lynch, Barclays, Citigroup, J.P. Morgan, Morgan Stanley and Wells Fargo Securities are acting as joint book-running managers for the offering. JMP Securities and Keefe, Bruyette & Woods, A Stifel Company are acting as co-managers for the offering.

The offering was made pursuant to the Company's currently effective shelf registration statement filed with the Securities and Exchange Commission (the "SEC").

The offering of these securities may be made only by means of a prospectus and a related prospectus supplement, copies of which may be obtained by contacting: BofA Merrill Lynch, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, Attention: Prospectus Department or email [email protected]; Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 888-603-5847, email: Barclaysprospectus@ broadridge.com; Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 800-831-9146; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717; Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014; or Wells Fargo Securities, Attention: Equity Syndicate Department, 375 Park Avenue, New York, NY 10152, at (800) 326-5897 or email a request to [email protected].

This press release shall not constitute an offer to sell or a 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 Blackstone Mortgage Trust
Blackstone Mortgage Trust (NYSE: BXMT) is a real estate finance company that originates senior loans collateralized by commercial real estate in North America and Europe. Our investment objective is to preserve and protect shareholder capital while producing attractive risk-adjusted returns primarily through dividends generated from current income from our loan portfolio. We are externally managed by BXMT Advisors L.L.C., a subsidiary of Blackstone.

About Blackstone
Blackstone (NYSE: BX) is one of the world's leading investment firms. Blackstone seeks to create positive economic impact and long-term value for its investors, the companies it invests in, and the communities in which it works. Blackstone does this by using extraordinary people and flexible capital to help companies solve problems. Blackstone's asset management businesses, with over $430 billion in assets under management, include investment vehicles focused on private equity, real estate, public debt and equity, non-investment grade credit, real assets and secondary funds, all on a global basis.

Forward-Looking Statements and Other Matters
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. You can identify these forward-looking statements by the use of words such as "outlook," "indicator," "believes," "expects," "potential," "continues," "may," "will," "should," "seeks," "predicts," "intends," "plans," "estimates," "anticipates" or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. The Company believes these factors include but are not limited to those described under the section entitled "Risk Factors" in its Annual Report on Form 10-K for the fiscal year ended December 31, 2017, as such factors may be updated from time to time in its periodic filings with the SEC which are accessible on the SEC's website at www.sec.gov. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this release and in the filings. The Company assumes no obligation to update or supplement forward?looking statements that become untrue because of subsequent events or circumstances.

SOURCE Blackstone Mortgage Trust, Inc.