MIAMI–(BUSINESS WIRE)–Ladenburg Thalmann Financial Services Inc. (NYSE American: LTS; LTS PrA;
LTSL; LTSF; LTSK) (the “Company”) today announced that it has priced an
underwritten registered public offering of $50 million aggregate
principal amount of 7.75% senior notes due 2029 (the “Notes”) at 100% of
the principal amount, plus accrued interest from May 29, 2019, if the
initial settlement occurs after that date. The Company has granted the
underwriters a 30-day option to purchase up to an additional $7.5
million aggregate principal amount of Notes in connection with the
offering to cover overallotments, if any. The Notes are expected to be
listed on the NYSE American and to trade thereon within 30 days of the
original issue date under the trading symbol “LTSH.” The offering is
expected to close on May 29, 2019, subject to customary closing
conditions.
The Company plans to use the net proceeds from the offering for general
corporate purposes.
UBS Securities LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC
and Ladenburg Thalmann & Co. Inc., a subsidiary of the Company, are
acting as joint book-running managers for the offering and BB&T Capital
Markets, a division of BB&T Securities, LLC, and Incapital LLC are
acting as co-managers for this offering.
The offering is being made pursuant to the Company’s existing shelf
registration statement on Form S-3 previously filed with, and declared
effective by, the Securities and Exchange Commission (“SEC”). The
offering may be made only by means of a prospectus and a related
prospectus supplement, copies of which may be obtained from UBS
Securities LLC, Attention: Prospectus Department, 1285 Avenue of the
Americas, New York, New York, 10019 (telephone number 1-888-827-7275),
Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick
Street, New York, NY 10014, or by emailing [email protected]
(telephone number 1-800-584-6837), RBC Capital Markets, LLC, 200 Vesey
Street, 8th Floor, New York, NY 10281, by calling (866) 375-6829 or by
emailing [email protected]
or Ladenburg Thalmann & Co. Inc., Attention: Syndicate Department, 277
Park Ave, 26th Floor, New York, NY 10172, or by emailing [email protected]
(telephone number 1-800-573-2541). The preliminary prospectus
supplement, dated May 21, 2019, and accompanying prospectus, dated April
27, 2017, each of which has been filed with the SEC, contain a
description of these matters and other important information about the
Company and should be read carefully before investing. You may also
obtain these documents for free, by visiting the SEC’s website at www.sec.gov.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the securities in this offering or any
other securities nor will there be any sale of these securities or any
other securities referred to in this press release in any state or
jurisdiction in which such offer, solicitation or sale would be unlawful
prior to the registration or qualification under the securities laws of
such state or jurisdiction.
About Ladenburg
Ladenburg Thalmann Financial Services Inc. (NYSE American: LTS; LTS PrA;
LTSL; LTSF; LTSK) is a publicly-traded diversified financial services
company based in Miami, Florida. Ladenburg’s subsidiaries include
industry-leading independent advisory and brokerage (IAB) firms
Securities America, Triad Advisors, Securities Service Network,
Investacorp and KMS Financial Services, as well as Premier Trust,
Ladenburg Thalmann Asset Management, Highland Capital Brokerage, a
leading independent life insurance brokerage company and full-service
annuity processing and marketing company, and Ladenburg Thalmann & Co.
Inc., an investment bank which has been a member of the New York Stock
Exchange for over 135 years. The company is committed to investing in
the growth of its subsidiaries while respecting and maintaining their
individual business identities, cultures, and leadership.
This press release includes certain forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995,
including statements regarding the Company’s offering of the Notes and
the anticipated use of the net proceeds of such offering. These
statements are based on management’s current expectations or beliefs and
are subject to uncertainty and changes in circumstances. Actual results
may vary materially from those expressed or implied by the statements
herein due to changes in economic, business, competitive and/or
regulatory factors, including the SEC’s proposed rules and
interpretations concerning the standards of conduct for broker dealers
and investment advisers when dealing with retail investors, future cash
flows, a change in the Company’s dividend policy by the Company’s Board
of Directors (which has the ability in its sole discretion to increase,
decrease or eliminate entirely the Company’s dividend at any time) and
other risks and uncertainties affecting the operation of the Company’s
business. These risks, uncertainties and contingencies include those set
forth in the Company’s annual report on Form 10-K for the fiscal year
ended December 31, 2018 and other factors detailed from time to time in
its other filings with the SEC. The information set forth herein should
be read in light of such risks. Further, investors should keep in mind
that the Company’s quarterly revenue and profits can fluctuate
materially depending on many factors, including the number, size and
timing of completed offerings and other transactions.
Accordingly, the Company’s revenue and profits in any particular quarter
may not be indicative of future results. The Company is under no
obligation to, and expressly disclaims any obligation to, update or
alter its forward-looking statements, whether as a result of new
information, future events, changes in assumptions or otherwise, except
as required by law.
Contacts
Sard Verbinnen & Co
Emily Claffey / Benjamin Spicehandler
212-687-8080
