Colony Financial, Inc. Announces Pricing of Convertible Senior Notes

LOS ANGELES–(BUSINESS WIRE)– Colony Financial, Inc. (the “Company”) (NYS: CLNY) today announced the pricing of its public offering of $175,000,000 aggregate principal amount of its 5.00% Convertible Senior Notes due 2023 (the “Notes”) for total gross proceeds of $175 million. The Company has granted to the underwriters a 30-day option to purchase up to an additional $25,000,000 aggregate principal amount of the Notes to cover over-allotments, if any. The Notes will bear interest at a rate equal to 5.00% per year, payable semiannually in arrears on April 15 and October 15 of each year, beginning on October 15, 2013. The conversion rate will initially equal 42.3819 shares of common stock per $1,000 principal amount of Notes, which is equivalent to a conversion price of approximately $23.60 per share of common stock, representing a 10% conversion premium based on the closing price of the Company’s common stock of $21.45 per share on April 4, 2013. 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. The Notes will mature on April 15, 2023. The offering is expected to close on or about April 10, 2013, subject to customary closing conditions.

The Company intends to use the net proceeds from the offering to acquire its target assets in a manner consistent with its investment strategies and investment guidelines and for working capital and general corporate purposes.

Goldman, Sachs & Co., BofA Merrill Lynch, Credit Suisse and J.P. Morgan are acting as the joint book-running managers for this offering.

The offering of the Notes will be made under the Company’s automatically effective shelf registration statement, which was filed with the Securities and Exchange Commission. The offering will be made only by means of a prospectus supplement and prospectus, which have been filed with the Securities and Exchange Commission. Before you invest, you should read the applicable prospectus supplement and prospectus for more complete information about the Company and the offering. You may obtain these documents free of charge by visiting the SEC website at www.sec.gov. Alternatively, you may obtain copies by contacting Goldman, Sachs & Co., at 200 West Street, New York, NY 10282,Attention: Prospectus Department, by telephone at 1-866-471-2526 or by emailing prospectus-ny@ny.email.gs.com, BofA Merrill Lynch, at 222 Broadway, New York, NY 10038, Attention: Prospectus Department or by emailing dg.prospectus_requests@baml.com, Credit Suisse Securities (USA) LLC at One Madison Avenue, New York, New York 10010, Attention: Prospectus Department, by telephone (toll …read more

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