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Section 1: 8-K (FORM 8-K)

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of Earliest Event Reported): March 26, 2020

 

Ladder Capital Corp
(Exact name of registrant as specified in its charter)

 

Delaware 001-36299 80-0925494
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)

 

345 Park Avenue, 8th Floor  10154
New York, New York  (Zip Code)
(Address of principal executive offices)   

 

Registrant’s telephone number, including area code: (212) 715-3170

 

Not Applicable

Former name or former address, if changed since last report

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d- 2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e- 4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class  Trading Symbol(s)  Name of Each Exchange on Which Registered
Class A common stock, $0.001 par value  LADR  New York Stock Exchange

 

 

 

 

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On March 26, 2020, Michael Mazzei, a member of the board of directors of Ladder Capital Corp (“Ladder” or the “Company”), was appointed as the Chief Executive Officer and President of Colony Credit Real Estate, Inc. As a result, Mr. Mazzei stepped down today from Ladder’s board of directors, including all committees thereof, to fully devote his time to this new role.

 

The Company is extremely grateful to Mr. Mazzei for his many years of dedicated service to the Company and its stockholders, first as President and then as a valued member of the board. Ladder congratulates Mr. Mazzei and wishes him well in his new position. The Company also congratulates Colony Credit Real Estate, Inc. for its choice of a leader of Mr. Mazzei’s caliber and character.

 

Item 7.01 Regulation FD Disclosure

 

On March 26, 2020, the Company issued a press release regarding the foregoing, a copy which is furnished as Exhibit 99.1 to this report.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)Exhibits

 

Exhibit No.   Description of Exhibit  
99.1   Press release dated March 26, 2020
104   The cover page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101)  

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: March 26, 2020 LADDER CAPITAL CORP
   
  By: /s/ Marc Fox
  Name: Marc Fox
  Title:   Chief Financial Officer

 

 

 

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Section 2: EX-99.1 (EXHIBIT 99.1)

 

Exhibit 99.1 

 

 

Ladder Announces Michael Mazzei has been Appointed as Chief Executive Officer and
President of Colony Credit Real Estate, Inc.

 

NEW YORK, NY, March 26, 2020 – Ladder Capital Corp (“Ladder” or the “Company”) (NYSE: LADR) announced today that Michael Mazzei, a member of the Company’s board of directors, has been appointed as the Chief Executive Officer and President of Colony Credit Real Estate, Inc. (NYSE: CLNC). Mr. Mazzei stepped down today from Ladder’s board to fully devote his time to this new role.

 

The Company is extremely grateful to Mr. Mazzei for his many years of dedicated service to the Company and its stockholders, first as President and then as a valued member of the Board. Ladder congratulates Mr. Mazzei and wishes him well in his new position. The Company also congratulates Colony Credit Real Estate, Inc. for their choice of a leader of Mr. Mazzei’s caliber and character.

 

About Ladder

 

Ladder Capital Corp (NYSE: LADR) is an internally-managed commercial real estate investment trust with over $6 billion of assets. 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 and 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) investing in investment grade securities secured by first mortgage loans on commercial real estate; and (iii) owning and operating commercial real estate, including net leased commercial properties.

 

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 11.3% of the Company’s equity. Led by Brian Harris, the Company’s Chief Executive Officer, Ladder is headquartered in New York City with regional offices in California and Florida.

 

Contacts:

 

Ladder Capital Corp Investor Relations
917-369-3207
[email protected]

 

 

 

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