-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AzExlFExJLS7s2RSsIYvaYw/E+/KZrh1OqtRZRqObTaDC1pKtbxq5T7d6e+V7OVw lO6mFonbiV3W9Da2uhIm9Q== 0001048750-02-000088.txt : 20020905 0001048750-02-000088.hdr.sgml : 20020905 20020905135452 ACCESSION NUMBER: 0001048750-02-000088 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020905 ITEM INFORMATION: FILED AS OF DATE: 20020905 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FRIEDMAN BILLINGS RAMSEY GROUP INC CENTRAL INDEX KEY: 0001048750 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 541870350 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13731 FILM NUMBER: 02757350 BUSINESS ADDRESS: STREET 1: 1001 19TH STREET N CITY: ARLINGTON STATE: VA ZIP: 22209 BUSINESS PHONE: 7033129500 MAIL ADDRESS: STREET 1: 1001 NINETEENTH ST N CITY: ARLINGTON STATE: VA ZIP: 22209 8-K 1 afrt8-k.txt RELEASE ANNOUNCING AFRT INSTITUTIONAL PLACEMENT. FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): September 5, 2002 Friedman, Billings, Ramsey Group, Inc. (Exact name of Registrant as specified in its charter) Virginia 54-1837743 001-13731 (State or other (I.R.S. Employer incorporation or (Commission File Number) jurisdiction of organization) Identification No.) 1001 Nineteenth Street North Arlington, VA 22209 (Address of principal executive offices) (Zip code) (703) 312-9500 (Registrant's telephone number including area code) Item 9. Regulation FD Disclosure 1. On September 5, 2002, Friedman, Billings, Ramsey Group, Inc. issued a press release announcing the pricing of a $400 million 144A Institutional Placement for American Financial Realty Trust. A complete copy of the press release is furnished herewith as Ex. 99.1. Ex. 99.1 Press Release dated September 5, 2002. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. FRIEDMAN, BILLINGS, RAMSEY GROUP, INC. By: /s/ Emanuel J. Friedman Emanuel J. Friedman Chairman and Co-Chief Executive Officer EX-99.1 3 afrtrelease.txt RELEASE RE: AFRT 144A INSTITUTIONAL PLACEMENT. Ex. 99.1 [GRAPHIC OMITTED][GRAPHIC OMITTED] Media Contacts: Friedman, Billings, Ramsey Bob Leahy 703-312-9745 or bleahy@fbr.com Bill Dixon 703-469-1092 or bdixon@fbr.com American Financial Realty Trust Sonya Huffman 215-887-2280 or shuffman@afrg.com Friedman, Billings, Ramsey Announces Pricing of $400 Million 144A Institutional Placement for American Financial Realty Trust 40,263,441 Million Common Shares Offered ARLINGTON, Va., September 5, 2002 - Friedman, Billings, Ramsey Group, Inc. (NYSE: FBR) today announced that its subsidiary, Friedman, Billings, Ramsey & Co., Inc., priced a $400 million 144A institutional offering of common shares of American Financial Realty Trust (American Financial), a newly organized Maryland real estate investment trust (REIT) headquartered in Jenkintown, Pa., a suburb of Philadelphia. American Financial, which will include the acquired assets and mentities, will be led by newly appointed chairman Lewis S. Ranieri, and chief executive officer Nicholas S. Schorsch. The placement, expected to settle September 10, 2002, consists of an offering of 40,263,441 million common shares. Qualified investors' shares will trade in the PortalSM System. FBR is the sole placement agent for this transaction. This is FBR's 19th and largest lead-managed equity transaction in 2002. To date, these transactions have raised a total of $1.71 billion. "FBR's successful execution of this transaction will permit significant expansion of American Financial's investment portfolio," said Lewis Ranieri. "I am pleased to be personally involved in American Financial's management." "This offering is yet another in a series of creative capital raising transactions that FBR has executed under challenging market conditions," said Eric F. Billings, Vice Chairman and Co-Chief Executive Officer of FBR. "We are pleased to assist American Financial's management in funding procurement of an initial portfolio that includes 87 bank branch properties and six office buildings as well as property management, real estate brokerage, leasing and project management services. Our understanding of and access to the institutional capital markets, coupled with our financial institutions and REIT expertise, were critical factors in making this deal possible." Through the first eight months of 2002, FBR ranked first in number of lead-managed equity underwritings (IPOs and secondaries only), and second in dollar volume, for financial services transactions (includes mortgage REITs) according to CommScan EquiDesk. "We are pleased to be associated with FBR and look forward to the leadership of Lewis Ranieri. This $400 million of investment capital is the culmination of four years of intense and challenging work by American Financial's outstanding management team" said Nicholas Schorsch. American Financial Realty Trust is a newly organized, self administered and self managed Maryland real estate investment trust formed to acquire corporate owned real estate assets, primarily single-tenant bank branches and multi-tenant office buildings, from financial institutions. The company will own and manage these assets under long-term triple net leases, primarily with banks. Friedman, Billings, Ramsey Group, Inc., headquartered in Arlington, Va., is a financial holding company for businesses that provide investment banking, institutional brokerage, specialized asset management, and private client services. FBR focuses capital and financial expertise on six industry sectors: financial services, real estate, technology, energy, healthcare, and diversified industries. FBR also has offices in Atlanta, Bethesda, Boston, Charlotte, Chicago, Cleveland, Dallas, Denver, Irvine, London, New York, Portland, San Francisco, Seattle, and Vienna. Bank products and services are offered by FBR National Bank & Trust, member FDIC and an Equal Housing Lender. For more information, see http://www.fbr.com. # # # The securities described in this press release have been offered in a private placement transaction on a confidential basis to eligible purchasers only, have not been registered with the U.S. Securities and Exchange Commission and are restricted. Resales of the securities will not be permitted except pursuant to an effective registration statement or pursuant to a valid exemption from the registration requirements of the U.S. Securities and Exchange Commission. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities. -----END PRIVACY-ENHANCED MESSAGE-----