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| CIK | 1273801 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to NorthStar Realty Finance Corp.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| February 13, 2018 |
NRF / NorthStar Realty Finance Corp. / Baupost Group LLC/MA - NONE Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* NorthStar Realty Finance Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 66704R803 (CUSIP Number) Calendar Year 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| February 14, 2017 |
NRF / NorthStar Realty Finance Corp. / Baupost Group LLC/MA - NONE Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* NorthStar Realty Finance Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 66704R803 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| February 13, 2017 |
NRF / NorthStar Realty Finance Corp. / VANGUARD SPECIALIZED FUNDS Passive Investment northstarrealtyfinancecorp.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.:1 )* Name of issuer: NorthStar Realty Finance Corp Title of Class of Securities: REIT CUSIP Number: 66704R803 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appr |
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| February 10, 2017 |
NRF / NorthStar Realty Finance Corp. / VANGUARD GROUP INC Passive Investment SC 13G/A 1 northstarrealtyfinancecorp.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: NorthStar Realty Finance Corp Title of Class of Securities: REIT CUSIP Number: 66704R803 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropriate box to designate the rul |
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| January 23, 2017 |
NorthStar Realty Finance 15-12B 15-12B 1 d333558d1512b.htm 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-32330 NorthStar Realty Finance Corp. |
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| January 11, 2017 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 23, 2017, pursuant to the provisions of Rule 12d2-2 (a). |
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| January 11, 2017 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 23, 2017, pursuant to the provisions of Rule 12d2-2 (a). |
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| January 11, 2017 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 23, 2017, pursuant to the provisions of Rule 12d2-2 (a). |
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| January 11, 2017 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 23, 2017, pursuant to the provisions of Rule 12d2-2 (a). |
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| January 11, 2017 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 23, 2017, pursuant to the provisions of Rule 12d2-2 (a). |
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| January 11, 2017 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 23, 2017, pursuant to the provisions of Rule 12d2-2 (a). |
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| January 11, 2017 |
NorthStar Realty Finance S-8 POS S-8 POS As filed with the Securities and Exchange Commission on January 10, 2017 Registration No. |
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| January 11, 2017 |
NorthStar Realty Finance S-8 POS S-8 POS As filed with the Securities and Exchange Commission on January 10, 2017 Registration No. |
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| January 11, 2017 |
NorthStar Realty Finance S-8 POS S-8 POS As filed with the Securities and Exchange Commission on January 10, 2017 Registration No. |
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| January 11, 2017 |
NorthStar Realty Finance POS AM POS AM As filed with the Securities and Exchange Commission on January 10, 2017 Registration No. |
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| January 11, 2017 |
NorthStar Realty Finance POS AM POS AM As filed with the Securities and Exchange Commission on January 10, 2017 Registration No. |
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| January 11, 2017 |
NorthStar Realty Finance POS AM POS AM As filed with the Securities and Exchange Commission on January 10, 2017 Registration No. |
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| January 11, 2017 |
NorthStar Realty Finance POS AM POS AM As filed with the Securities and Exchange Commission on January 10, 2017 Registration No. |
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| January 10, 2017 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 10, 2017 NorthStar Realty Finance Corp. |
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| January 10, 2017 |
EX-99.1 Exhibit 99.1 Colony Capital, NorthStar Asset Management Group and NorthStar Realty Finance have Completed the Previously Announced Largest Real Estate Merger of 2016 to Create Colony NorthStar, Inc. A Global, Diversified Real Estate and Investment Management Leader with $58 Billion of Assets Under Management Los Angeles, CA and New York, NY, January 10, 2017 - Colony NorthStar, Inc. (Colo |
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| December 27, 2016 |
Document AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 27, 2016 Registration No. |
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| December 23, 2016 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 20, 2016 NorthStar Realty Finance Corp. |
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| December 10, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 9, 2016 NorthStar Realty Finance Corp. |
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| December 10, 2016 |
NorthStar Realty Finance 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 9, 2016 NorthStar Realty Finance Corp. |
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| December 1, 2016 |
NorthStar Realty Finance 425 (Prospectus) Filed by: NorthStar Realty Finance Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6 under the Securities Exchange Act of 1934 Subject Company: NorthStar Realty Finance Corp. (Commission File No.: 001-32330) Commission File No. for Registration Statement on Form S-4 filed by Colony NorthStar, Inc.: 333-212739 ****YOUR IMMEDIATE ACTION IS REQUESTED* |
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| November 23, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 18, 2016 NorthStar Realty Finance Corp. |
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| November 23, 2016 |
NorthStar Realty Finance 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 18, 2016 NorthStar Realty Finance Corp. |
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| November 18, 2016 |
Northstar Realty Finance DEFM14A Use these links to rapidly review the document Table of Contents TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 9, 2016 |
Northstar Realty Finance 10-Q (Quarterly Report) 10-Q 1 nrf0930201610-q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 Commission File Number: 001-32330 NORTHSTAR REALTY FINANCE CORP. (Exact Name of Registrant as Specified in its Charter) Maryland ( |
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| November 9, 2016 |
Exhibit 12.1 Ratio of Earnings to Fixed Charges Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends (dollars in thousands) Nine Months Ended September 30, Years Ended December 31, 2016 2015 2014 2013 2012 2011 Earnings Income (loss) before equity in earnings (losses) of unconsolidated ventures and income tax benefit (expense) $ (395,462 ) $ (363,465 ) $ (424,832 ) $ (163,626 |
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| November 8, 2016 |
Northstar Realty Finance 425 (Prospectus) Filed by: NorthStar Realty Finance Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: NorthStar Realty Finance Corp. (Commission File No.: 001-32330) Commission File No. for Registration Statement on Form S-4 filed by Colony NorthStar, Inc.: 333-212739 On November 8, 2016, NorthStar Realty |
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| November 8, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 8, 2016 NorthStar Realty Finance Corp. |
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| November 8, 2016 |
NORTHSTAR REALTY FINANCE ANNOUNCES THIRD QUARTER 2016 RESULTS Exhibit 99.1 NORTHSTAR REALTY FINANCE ANNOUNCES THIRD QUARTER 2016 RESULTS Third Quarter 2016 Highlights · U.S. GAAP net (loss) to common stockholders of ($100.4) million, or ($0.56) per diluted share and cash available for distribution (CAD) of $83.5 million, or $0.46 per share. · Third quarter 2016 cash dividend of $0.40 per common share. · To date total of $6.6 billion of asset monetizations |
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| October 17, 2016 |
NorthStar Asset Management Group, Inc. October 13, 2016 Exhibit 10.1 Execution Version NorthStar Asset Management Group, Inc. October 13, 2016 Debra Hess c/o NorthStar Asset Management Group Inc. 399 Park Avenue, 18th Floor New York, NY 10022 Dear Debra: The purpose of this letter is to amend the letter agreement entered into by and among you Northstar Asset Management Group Inc. (?NSAM?) and NorthStar Realty Finance Corp. (?NRF?) dated as of June 2, 2 |
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| October 17, 2016 |
Exhibit 99.1 NorthStar Asset Management Group, Colony Capital and NorthStar Realty Finance Announce Adoption of Best-in-Class Corporate Governance Policies, Amendments to Merger Agreement and Shareholder Support for Transaction MSD (NSAMs Largest Shareholder) Enters into Voting Agreement to Support Merger October 17, 2016 NorthStar Asset Management Group Inc. (NYSE: NSAM), Colony Capital, Inc. |
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| October 17, 2016 |
NorthStar Asset Management Group, Inc. October 13, 2016 Exhibit 10.2 Execution Version NorthStar Asset Management Group, Inc. October 13, 2016 Daniel Gilbert c/o NorthStar Asset Management Group Inc. 399 Park Avenue, 18th Floor New York, NY 10022 Dear Daniel: The purpose of this letter is to amend the letter agreement entered into by and among you Northstar Asset Management Group Inc. (?NSAM?), NorthStar Realty Finance Corp. (?NRF?), Northstar Asset Ma |
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| October 17, 2016 |
NorthStar Asset Management Group, Inc. October 13, 2016 Exhibit 10.3 Execution Version NorthStar Asset Management Group, Inc. October 13, 2016 David Hamamoto c/o NorthStar Asset Management Group Inc. 399 Park Avenue, 18th Floor New York, NY 10022 Dear David: The purpose of this letter is to amend the letter agreement entered into by and among you Northstar Asset Management Group Inc. (NSAM) and NorthStar Realty Finance Corp. (NRF) dated as of June |
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| October 17, 2016 |
NorthStar Asset Management Group, Inc. October 13, 2016 Exhibit 10.4 Execution Version NorthStar Asset Management Group, Inc. October 13, 2016 Ronald Lieberman c/o NorthStar Asset Management Group Inc. 399 Park Avenue, 18th Floor New York, NY 10022 Dear Ron: The purpose of this letter is to amend the letter agreement entered into by and among you Northstar Asset Management Group Inc. (?NSAM?) and NorthStar Realty Finance Corp. (?NRF?) dated as of June |
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| October 17, 2016 |
8-K 1 a16-2004518k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 13, 2016 NorthStar Realty Finance Corp. (Exact name of registrant as specified in its charter) Maryland 001-32330 02-0732285 (State or other jurisdict |
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| October 17, 2016 |
NorthStar Asset Management Group, Inc. October 13, 2016 Exhibit 10.5 Execution Version NorthStar Asset Management Group, Inc. October 13, 2016 Albert Tylis c/o NorthStar Asset Management Group Inc. 399 Park Avenue, 18th Floor New York, NY 10022 Dear Al: The purpose of this letter is to amend the letter agreement entered into by and among you Northstar Asset Management Group Inc. (?NSAM?) and NorthStar Realty Finance Corp. (?NRF?) dated as of June 2, 20 |
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| October 17, 2016 |
NorthStar Asset Management Group, Inc. October 13, 2016 Exhibit 10.2 Execution Version NorthStar Asset Management Group, Inc. October 13, 2016 Daniel Gilbert c/o NorthStar Asset Management Group Inc. 399 Park Avenue, 18th Floor New York, NY 10022 Dear Daniel: The purpose of this letter is to amend the letter agreement entered into by and among you Northstar Asset Management Group Inc. (?NSAM?), NorthStar Realty Finance Corp. (?NRF?), Northstar Asset Ma |
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| October 17, 2016 |
NorthStar Asset Management Group, Inc. October 13, 2016 EX-10.5 6 a16-200451ex10d5.htm EX-10.5 Exhibit 10.5 Execution Version NorthStar Asset Management Group, Inc. October 13, 2016 Albert Tylis c/o NorthStar Asset Management Group Inc. 399 Park Avenue, 18th Floor New York, NY 10022 Dear Al: The purpose of this letter is to amend the letter agreement entered into by and among you Northstar Asset Management Group Inc. (“NSAM”) and NorthStar Realty Finan |
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| October 17, 2016 |
NorthStar Realty Finance 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 13, 2016 NorthStar Realty Finance Corp. |
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| October 17, 2016 |
NorthStar Asset Management Group, Inc. October 13, 2016 Exhibit 10.1 Execution Version NorthStar Asset Management Group, Inc. October 13, 2016 Debra Hess c/o NorthStar Asset Management Group Inc. 399 Park Avenue, 18th Floor New York, NY 10022 Dear Debra: The purpose of this letter is to amend the letter agreement entered into by and among you Northstar Asset Management Group Inc. (?NSAM?) and NorthStar Realty Finance Corp. (?NRF?) dated as of June 2, 2 |
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| October 17, 2016 |
Exhibit 99.1 NorthStar Asset Management Group, Colony Capital and NorthStar Realty Finance Announce Adoption of Best-in-Class Corporate Governance Policies, Amendments to Merger Agreement and Shareholder Support for Transaction MSD (NSAMs Largest Shareholder) Enters into Voting Agreement to Support Merger October 17, 2016 NorthStar Asset Management Group Inc. (NYSE: NSAM), Colony Capital, Inc. |
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| October 17, 2016 |
NorthStar Asset Management Group, Inc. October 13, 2016 Exhibit 10.4 Execution Version NorthStar Asset Management Group, Inc. October 13, 2016 Ronald Lieberman c/o NorthStar Asset Management Group Inc. 399 Park Avenue, 18th Floor New York, NY 10022 Dear Ron: The purpose of this letter is to amend the letter agreement entered into by and among you Northstar Asset Management Group Inc. (?NSAM?) and NorthStar Realty Finance Corp. (?NRF?) dated as of June |
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| October 17, 2016 |
NorthStar Asset Management Group, Inc. October 13, 2016 Exhibit 10.3 Execution Version NorthStar Asset Management Group, Inc. October 13, 2016 David Hamamoto c/o NorthStar Asset Management Group Inc. 399 Park Avenue, 18th Floor New York, NY 10022 Dear David: The purpose of this letter is to amend the letter agreement entered into by and among you Northstar Asset Management Group Inc. (?NSAM?) and NorthStar Realty Finance Corp. (?NRF?) dated as of June |
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| September 15, 2016 |
NorthStar Realty Finance 425 (Prospectus) Filed by: NorthStar Realty Finance Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: NorthStar Realty Finance Corp. (Commission File No.: 001-32330) Commission File No. for Registration Statement on Form S-4 filed by Colony NorthStar, Inc.: 333-212739 On September 14, 2016, NorthStar Realt |
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| August 9, 2016 |
Exhibit 12.1 Ratio of Earnings to Fixed Charges Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends (dollars in thousands) Six Months Ended June 30, Years Ended December 31, 2016 2015 2014 2013 2012 2011 Earnings Income (loss) before equity in earnings (losses) of unconsolidated ventures and income tax benefit (expense) $ (290,178 ) $ (363,465 ) $ (424,832 ) $ (163,626 ) $ (2 |
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| August 8, 2016 |
NorthStar Realty Finance S-3ASR Document Registration No. 333- As filed with the Securities and Exchange Commission on August 8, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NORTHSTAR REALTY FINANCE CORP. (Exact Name of Registrant as Specified in Its Charter) Maryland (State or Other Jurisdiction of Incorporation or Organization) 02- |
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| August 8, 2016 |
NorthStar Realty Finance 10-Q (Quarterly Report) 10-Q 1 nrf0630201610-q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 Commission File Number: 001-32330 NORTHSTAR REALTY FINANCE CORP. (Exact Name of Registrant as Specified in its Charter) Maryland (State |
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| August 4, 2016 |
NorthStar Realty Finance 425 (Prospectus) Filed by: NorthStar Realty Finance Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: NorthStar Realty Finance Corp. (Commission File No.: 001-32330) Commission File No. for Registration Statement on Form S-4 filed by Colony NorthStar, Inc.: 333-212739 On August 4, 2016, NorthStar Realty Fi |
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| August 4, 2016 |
NORTHSTAR REALTY FINANCE ANNOUNCES SECOND QUARTER 2016 RESULTS Exhibit 99.1 NORTHSTAR REALTY FINANCE ANNOUNCES SECOND QUARTER 2016 RESULTS Second Quarter 2016 Highlights · U.S. GAAP net (loss) to common stockholders of ($115.6) million, or ($0.64) per diluted share and cash available for distribution (CAD) of $102.8 million, or $0.56 per share · Second quarter dividend of $0.40 per share · Announced a tri-party merger with NSAM and Colony Capital, Inc. to c |
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| August 4, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 4, 2016 NorthStar Realty Finance Corp. |
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| July 29, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 28, 2016 NorthStar Realty Finance Corp. |
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| July 29, 2016 |
Exhibit 99.1 July 28, 2016 Colony NorthStar Appendix to June 7, 2016 Investor Presentation Creating a Leading Global Equity REIT with Management Platform an Embedded Investment Forward-Looking Statements Cautionary Statement Regarding Forward-Looking Statements This presentation may contain forward-looking statements within the meaning of the federal securities laws. Forward-looking statements rel |
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| July 29, 2016 |
NorthStar Realty Finance 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 28, 2016 NorthStar Realty Finance Corp. |
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| July 29, 2016 |
Exhibit 99.1 July 28, 2016 Colony NorthStar Appendix to June 7, 2016 Investor Presentation Creating a Leading Global Equity REIT with Management Platform an Embedded Investment Forward-Looking Statements Cautionary Statement Regarding Forward-Looking Statements This presentation may contain forward-looking statements within the meaning of the federal securities laws. Forward-looking statements rel |
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| July 27, 2016 |
CALCULATION OF REGISTRATION FEE Document CALCULATION OF REGISTRATION FEE Title of Each Class of Securities Offered Amount to be Registered Maximum Offering Price Per Share (1) Maximum Aggregate Offering Price (1) Amount of registration fee (1)(2) Common stock, par value $0. |
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| July 11, 2016 |
NorthStar Realty Finance 425 (Prospectus) Filed by: NorthStar Realty Finance Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: NorthStar Realty Finance Corp. (Commission File No.: 001-32330) On July 11, 2016, NorthStar Asset Management Group Inc. and Colony Capital, Inc. distributed the following joint communication to their emplo |
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| June 22, 2016 |
Submission of Matters to a Vote of Security Holders 8-K 1 nrf-8xkannualmeetingvoting.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 20, 2016 NorthStar Realty Finance Corp. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of inc |
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| June 8, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 2, 2016 NorthStar Realty Finance Corp. |
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| June 8, 2016 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLANS OF MERGER dated as of June 2, 2016 among NORTHSTAR REALTY FINANCE CORP., COLONY CAPITAL, INC., NORTHSTAR ASSET MANAGEMENT GROUP INC., NEW POLARIS INC., NEW SIRIUS INC., NORTHSTAR REALTY FINANCE LIMITED PARTNERSHIP, SIRIUS MERGER SUB-T, LLC and NEW SIRIUS MERGER SUB, LLC TABLE OF CONTENTS Article I Definitions; Interpretation 4 1.01 Definitions 4 1. |
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| June 8, 2016 |
NorthStar Realty Finance 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 2, 2016 NorthStar Realty Finance Corp. |
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| June 8, 2016 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLANS OF MERGER dated as of June 2, 2016 among NORTHSTAR REALTY FINANCE CORP., COLONY CAPITAL, INC., NORTHSTAR ASSET MANAGEMENT GROUP INC., NEW POLARIS INC., NEW SIRIUS INC., NORTHSTAR REALTY FINANCE LIMITED PARTNERSHIP, SIRIUS MERGER SUB-T, LLC and NEW SIRIUS MERGER SUB, LLC TABLE OF CONTENTS Article I Definitions; Interpretation 4 1.01 Definitions 4 1. |
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| June 7, 2016 |
NorthStar Realty Finance 425 (Prospectus) 425 1 a16-129762425.htm 425 Filed by: NorthStar Realty Finance Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: NorthStar Realty Finance Corp. (Commission File No.: 001- 32330) The following is a transcript of a conference call and webcast hosted jointly by NorthStar Asset Management Grou |
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| June 7, 2016 |
Exhibit 99.2 NorthStar Asset Management Group, Colony Capital, and NorthStar Realty Finance Provide Updated Merger Presentation New York and Los Angeles, CA, June 7, 2016 ? NorthStar Asset Management Group Inc. (NYSE: NSAM), Colony Capital, Inc. (?Colony?) (NYSE: CLNY) and NorthStar Realty Finance Corp. (NYSE: NRF) today announced that an updated version of the investor presentation relating to th |
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| June 7, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 7, 2016 NorthStar Realty Finance Corp. |
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| June 7, 2016 |
Exhibit 99.1 Colony NorthStar Combination of NorthStar Asset Management Group Inc., Colony Capital, Inc. and NorthStar Realty Finance Corp. Creating a Leading Global Equity REIT with an Embedded Investment Management Platform June 7, 2016 (Updated) Forward-Looking Statements Cautionary Statement Regarding Forward-Looking Statements This presentation may contain forward-looking statements within th |
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| June 7, 2016 |
Exhibit 99.1 Colony NorthStar Combination of NorthStar Asset Management Group Inc., Colony Capital, Inc. and NorthStar Realty Finance Corp. Creating a Leading Global Equity REIT with an Embedded Investment Management Platform June 7, 2016 (Updated) Forward-Looking Statements Cautionary Statement Regarding Forward-Looking Statements This presentation may contain forward-looking statements within th |
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| June 7, 2016 |
Exhibit 99.2 NorthStar Asset Management Group, Colony Capital, and NorthStar Realty Finance Provide Updated Merger Presentation New York and Los Angeles, CA, June 7, 2016 NorthStar Asset Management Group Inc. (NYSE: NSAM), Colony Capital, Inc. (Colony) (NYSE: CLNY) and NorthStar Realty Finance Corp. (NYSE: NRF) today announced that an updated version of the investor presentation relating to th |
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| June 7, 2016 |
NorthStar Realty Finance 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 7, 2016 NorthStar Realty Finance Corp. |
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| June 3, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 29, 2016 NorthStar Realty Finance Corp. |
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| June 3, 2016 |
NORTHSTAR REALTY FINANCE CORP. AMENDED AND RESTATED BYLAWS Adopted as of May 29, 2016 ARTICLE I Exhibit 3.1 NORTHSTAR REALTY FINANCE CORP. AMENDED AND RESTATED BYLAWS Adopted as of May 29, 2016 ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of the Corporation in the State of Maryland shall be located at such place as the Board of Directors may designate. Section 2. ADDITIONAL OFFICES. The Corporation may have additional offices, including a principal executive office, at |
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| June 3, 2016 |
Exhibit 99.1 Colony NorthStar Combination of NorthStar Asset Management Group Inc., Colony Capital, Inc. and NorthStar Realty Finance Corp. Creating a Leading Global Equity REIT with an Embedded Investment Management Platform June 3, 2016 Forward-Looking Statements Cautionary Statement Regarding Forward-Looking Statements This presentation may contain forward-looking statements within the meaning |
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| June 3, 2016 |
Exhibit 99.2 NorthStar Asset Management Group, Colony Capital, and NorthStar Realty Finance Announce Merger to Create Colony NorthStar, a World-Class Diversified Real Estate and Investment Management Platform Equity REIT with $58 Billion of Assets under Management across Different Geographies and Property Types Greater Potential to Enhance Shareholder Returns Through Overlay of Investment Manageme |
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| June 3, 2016 |
Exhibit 99.2 NorthStar Asset Management Group, Colony Capital, and NorthStar Realty Finance Announce Merger to Create Colony NorthStar, a World-Class Diversified Real Estate and Investment Management Platform Equity REIT with $58 Billion of Assets under Management across Different Geographies and Property Types Greater Potential to Enhance Shareholder Returns Through Overlay of Investment Manageme |
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| June 3, 2016 |
NORTHSTAR REALTY FINANCE CORP. AMENDED AND RESTATED BYLAWS Adopted as of May 29, 2016 ARTICLE I Exhibit 3.1 NORTHSTAR REALTY FINANCE CORP. AMENDED AND RESTATED BYLAWS Adopted as of May 29, 2016 ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of the Corporation in the State of Maryland shall be located at such place as the Board of Directors may designate. Section 2. ADDITIONAL OFFICES. The Corporation may have additional offices, including a principal executive office, at |
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| June 3, 2016 |
NorthStar Realty Finance 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 29, 2016 NorthStar Realty Finance Corp. |
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| June 3, 2016 |
Exhibit 99.1 Colony NorthStar Combination of NorthStar Asset Management Group Inc., Colony Capital, Inc. and NorthStar Realty Finance Corp. Creating a Leading Global Equity REIT with an Embedded Investment Management Platform June 3, 2016 Forward-Looking Statements Cautionary Statement Regarding Forward-Looking Statements This presentation may contain forward-looking statements within the meaning |
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| May 27, 2016 |
CORRESP 1 filename1.htm NorthStar Realty Finance Corp. 399 Park Avenue, 18th Floor New York, New York 10022 May 27, 2016 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Mail Stop 4561 Washington, D.C. 20549 Attn: Jennifer Monick, Assistant Chief Accountant Re: NorthStar Realty Finance Corp. Form 10-K for the year ended December 31, 2015 Filed February 29, 2016 |
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| May 13, 2016 |
SEC Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e |
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| May 10, 2016 |
Northstar Realty Finance 10-Q (Quarterly Report) SEC Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 10, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 10, 2016 NorthStar Realty Finance Corp. |
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| May 10, 2016 |
NORTHSTAR REALTY FINANCE ANNOUNCES FIRST QUARTER 2016 RESULTS Exhibit 99.1 NORTHSTAR REALTY FINANCE ANNOUNCES FIRST QUARTER 2016 RESULTS First Quarter 2016 Highlights ? Cash available for distribution (?CAD?) of $0.58 per share ? First quarter dividend of $0.40 per share ? $1.8 billion of completed asset monetizations ? Additional $2.3 billion of assets in contract to be sold, including a definitive agreement to sell NorthStar Realty?s manufactured housing p |
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| May 10, 2016 |
Exhibit 10.42 INTEREST SALE AGREEMENT among RHP WESTERN PORTFOLIO GROUP, LLC, AMERICAN HOME PORTFOLIO GROUP, LLC, AMC PORTFOLIO GROUP, LLC, MHC PORTFOLIO IV, LLC, each a Delaware limited liability company, collectively, as Sellers, and BSREP II MH HOLDINGS LLC, a Delaware limited liability company, as Purchaser. Covering: Interests of Sellers in certain Delaware limited liability companies 1 TABLE |
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| April 28, 2016 |
Northstar Realty Finance 10-K/A (Annual Report) 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 3, 2016 |
Exhibit 24 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that the undersigned hereby constitutes, designates and appoints Debra A. |
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| February 29, 2016 |
Northstar Realty Finance 10-K (Annual Report) 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 29, 2016 |
Exhibit 12.1 Ratio of Earnings to Fixed Charges Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends (dollars in thousands) Years Ended December 31, 2015 2014 2013 2012 2011 Earnings Income (loss) before equity in earnings (losses) of unconsolidated ventures and income tax benefit (expense) $ (363,465 ) $ (424,832 ) $ (163,626 ) $ (257,806 ) $ (236,911 ) Add (subtract): Distri |
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| February 29, 2016 |
Exhibit 21.1 NorthStar Realty Finance Corp. Significant Subsidiaries of the Registrant Entity Name Formation Jurisdiction NorthStar Realty Finance Limited Partnership Delaware NRFC Healthcare Holding Company, LLC Delaware NorthStar Realty Healthcare, LLC Delaware Healthcare GA Operating Partnership-T, LP Delaware Eclipse GP Health Holdings-T, LLC Delaware HA Portfolio Holdings-T, LLC Delaware RED |
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| February 29, 2016 |
SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT EXHIBIT 10.41 EXECUTION VERSION SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT This SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT (this “Amendment”) is dated as of February 23, 2016 and is entered into by and among NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (the “Borrower”), NorthStar Realty Finance Corp., a Marylan |
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| February 29, 2016 |
LIMITED CONSENT AND FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT EXHIBIT 10.40 EXECUTION VERSION LIMITED CONSENT AND FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT This LIMITED CONSENT AND FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT (this “Amendment”) is dated as of September 28, 2015 and is entered into by and among NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (the “Borrower”), No |
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| February 26, 2016 |
NORTHSTAR REALTY FINANCE ANNOUNCES FOURTH QUARTER 2015 RESULTS Exhibit 99.1 NORTHSTAR REALTY FINANCE ANNOUNCES FOURTH QUARTER 2015 RESULTS Highlights ? Cash Available for Distribution (?CAD?) of $0.63 Per Share ? Fourth Quarter Dividend of $0.40 Per Share ? Repurchased $100 Million of Common Stock ? In October 2015, completed spin-off of European REIT into a separate publicly-traded company, NorthStar Realty Europe Corp. (?NRE?) ? $2.0 Billion of Monetization |
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| February 26, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 26, 2016 NorthStar Realty Finance Corp. |
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| February 25, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 25, 2016 NorthStar Realty Finance Corp. |
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| February 25, 2016 |
Exhibit 99.1 NorthStar Realty Finance Declares Fourth Quarter Common Stock Dividend and Announces Update on Strategic Initiatives Highlights ? Fourth Quarter Dividend of $0.40 Per Share ? $2.0 Billion of Monetizations Resulting in Approximately $930 Million of Cash Proceeds ? Formed Special Committee and Retained UBS Investment Bank to Advise on a Potential Recombination with NorthStar Asset Manag |
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| February 16, 2016 |
SC 13G/A 1 northstarsteadf13ga-021616.htm FEBRUARY 16, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) Information to be included in statements filed pursuant to Rules 13d-1(b), (c) and (d) and amendments thereto filed pursuant to 13d-2(b) * (Amendment No.2) NorthStar Realty Finance Corp. (Name of Issuer) Common Stock, par value $0.01 (Tit |
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| February 16, 2016 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. 1)* NorthStar Realty Finance Corp. (Name of Issuer) Common stock, $.01 par value (Title of Class of Securities) 66704R704 (CUSIP Number) December 31, 2015 (Date of Ev |
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| February 11, 2016 |
NRF / NorthStar Realty Finance Corp. / VANGUARD GROUP INC Passive Investment northstarrealtyfinancecorp.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: NorthStar Realty Finance Corp Title of Class of Securities: REIT CUSIP Number: 66704R803 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the app |
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| February 9, 2016 |
NRF / NorthStar Realty Finance Corp. / VANGUARD SPECIALIZED FUNDS Passive Investment SC 13G 1 northstarrealtyfinance.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.:0 )* Name of issuer: NorthStar Realty Finance Corp Title of Class of Securities: REIT CUSIP Number: 66704R803 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to designate the rule pursu |
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| January 22, 2016 |
424B7 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities Offered Amount to be Registered Maximum Offering Price Per Share (1) Maximum Aggregate Offering Price (1) Amount of Registration Fee (1) (2) Common stock, par value $0. |
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| November 30, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 30, 2015 NorthStar Realty Finance Corp. |
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| November 13, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 13, 2015 NorthStar Realty Finance Corp. |
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| November 9, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 9, 2015 NorthStar Realty Finance Corp. |
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| November 9, 2015 |
NORTHSTAR REALTY FINANCE ANNOUNCES THIRD QUARTER 2015 RESULTS Exhibit 99.1 NORTHSTAR REALTY FINANCE ANNOUNCES THIRD QUARTER 2015 RESULTS Third Quarter 2015 Highlights ? Cash available for distribution (?CAD?) of $0.85 per share. ? Third quarter 2015 cash dividend of $0.75 per common share. ? In October 2015, completed spin-off of European REIT into a separate publicly-traded company, NorthStar Realty Europe Corp. (?NRE?). ? Acquired $870 million of CRE inves |
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| November 2, 2015 |
8-K 1 nrf-8xk11022015.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 31, 2015 NorthStar Realty Finance Corp. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporati |
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| November 2, 2015 |
Exhibit Exhibit 10.4 EXECUTION VERSION CONTRIBUTION AGREEMENT CONTRIBUTION AGREEMENT (this “ Agreement ”), dated as of October 31, 2015, by and between NorthStar Realty Europe Corp., a Maryland corporation (“ NRE ”), and NorthStar Realty Finance Corp., a Maryland corporation (“ NRE ”). RECITALS WHEREAS, NRE and NRF will be parties to a Separation Agreement, dated as of the date hereof (the “ Separ |
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| November 2, 2015 |
Exhibit Exhibit 10.2 FIRST AMENDMENT TO THE AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NORTHSTAR REALTY FINANCE LIMITED PARTNERSHIP Dated as of November 1, 2015 THIS FIRST AMENDMENT TO THE AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NORTHSTAR REALTY FINANCE LIMITED PARTNERSHIP (this “ Amendment ”), dated as of November 1, 2015, is hereby adopted by NorthStar Realty Finan |
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| November 2, 2015 |
NORTHSTAR REALTY FINANCE CORP. ARTICLES OF AMENDMENT Exhibit Exhibit 3.2 EXECUTION VERSION NORTHSTAR REALTY FINANCE CORP. ARTICLES OF AMENDMENT THIS IS TO CERTIFY THAT: FIRST: The charter (the “Charter”) of NorthStar Realty Finance Corp., a Maryland corporation (the “Corporation”), is hereby amended to decrease, immediately upon the Effective Time (as defined below), the par value of the shares of common stock of the Corporation issued and outstandi |
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| November 2, 2015 |
EX-10.1 4 nrf-8xk11022015exhibit101.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION VERSION THIS AMENDED AND RESTATED ASSET MANAGEMENT AGREEMENT (the “Agreement”), dated as of October 31, 2015, is entered into by and between NORTHSTAR REALTY FINANCE CORP., a Maryland corporation (“NRF”), and NSAM J-NRF LTD, a Jersey limited company (“Asset Manager”). Each capitalized term used in this Agreement shall have |
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| November 2, 2015 |
Exhibit Exhibit 10.3 EXECUTION VERSION SEPARATION AGREEMENT By and Between NORTHSTAR REALTY EUROPE CORP. and NORTHSTAR REALTY FINANCE CORP. Dated as of October 31, 2015 TABLE OF CONTENTS Page ARTICLE I Definitions 1 ARTICLE II The Separation 11 Section 2.01 Separation Transactions 11 Section 2.02 Transfer of Assets; Assumption of Liabilities 11 Section 2.03 Termination of Agreements 12 Section 2.0 |
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| November 2, 2015 |
NORTHSTAR REALTY FINANCE CORP. ARTICLES OF AMENDMENT Exhibit Exhibit 3.1 EXECUTION VERSION NORTHSTAR REALTY FINANCE CORP. ARTICLES OF AMENDMENT THIS IS TO CERTIFY THAT: FIRST : The charter (the ?Charter?) of NorthStar Realty Finance Corp., a Maryland corporation (the ?Corporation?), is hereby amended to provide that, immediately upon the Effective Time (as defined below), every two shares of common stock, $0.01 par value per share (the ?Common Stock |
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| October 20, 2015 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 a15-2134618k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 20, 2015 NorthStar Realty Finance Corp. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) |
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| October 20, 2015 |
European Spin-off Update Presentation October 2015 Exhibit 99.1 European Spin-off Update Presentation October 2015 2 This presentation contains certain ?forward-looking statements? within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements about future results, growth potential, the projec |
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| September 23, 2015 |
424B7 1 nrf5375prosupp09232015.htm 424B7 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities Offered Amount to be Registered Maximum Offering Price Per Share (1) Maximum Aggregate Offering Price (1) Amount of Registration Fee (1) (2) Common stock, par value $0.01 per share 302,977 $ 14.04 $ 4,253,797.08 $ 494.29 (1) Estimated solely for purposes of calculating the registration fee. T |
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| September 1, 2015 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 nrf-forwardamendment8xkaug.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 31, 2015 NorthStar Realty Finance Corp. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of i |
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| September 1, 2015 |
Exhibit Exhibit 10.1 Execution Version Deutsche Bank Deutsche Bank AG, London Branch Winchester house 1 Great Winchester St, London EC2N 2DB Telephone: 44 20 7545 8000 c/o Deutsche Bank Securities Inc. 60 Wall Street New York, NY 10005 (212) 250-2500 DATE: August 31, 2015 TO: NorthStar Realty Finance Corp. 399 Park Avenue, 18th Floor New York, NY 10022 ATTENTION: Jonathan Langer, CEO and President |
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| August 14, 2015 |
Exhibit 24 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that the undersigned hereby constitutes, designates and appoints Debra A. |
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| August 6, 2015 |
NORTHSTAR REALTY FINANCE ANNOUNCES SECOND QUARTER 2015 RESULTS Exhibit 99.1 NORTHSTAR REALTY FINANCE ANNOUNCES SECOND QUARTER 2015 RESULTS Second Quarter 2015 Highlights ? Cash available for distribution (?CAD?) of $0.45 per share. ? Second quarter 2015 cash dividend of $0.40 per common share. ? Acquired approximately $1.9 billion of predominately pan-European office properties during the second quarter 2015. ? Funded $1.1 billion of U.S. CRE investments in t |
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| August 6, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 6, 2015 NorthStar Realty Finance Corp. |
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| July 6, 2015 |
NRF / NorthStar Realty Finance Corp. / Luxor Capital Group, LP - JULY 6, 2015 Passive Investment SC 13G 1 nrf-070615.htm JULY 6, 2015 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. )* NorthStar Realty Finance Corp. (Name of Issuer) Common stock, $.01 par value (Title of Class of Securities) 66704R704 (CUSIP N |
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| July 1, 2015 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): June 25, 2015 NORTHSTAR REALTY FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland No. 001-32330 No. 02-0732285 (State or other jurisdiction of incorporation |
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| July 1, 2015 |
Exhibit 1.1 NORTHSTAR REALTY EUROPE CORP. $300,000,000 4.625% SENIOR STOCK-SETTLABLE NOTES DUE DECEMBER 2016 Fully and Unconditionally Guaranteed by NORTHSTAR REALTY FINANCE CORP. and NORTHSTAR REALTY FINANCE LIMITED PARTNERSHIP PURCHASE AGREEMENT June 25, 2015 Deutsche Bank Securities Inc. As Representative of the Several Initial Purchasers 60 Wall Street New York, New York 10005 Ladies and Gentl |
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| July 1, 2015 |
EX-99.2 5 t1501526ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 NorthStar Realty Finance Announces Pricing of Private Offering of NorthStar Realty Europe’s $300 Million of 4.625% Senior Stock-Settlable Notes Due December 2016 NEW YORK, June 26, 2015 — NorthStar Realty Finance Corp. (NYSE: NRF) (“NorthStar Realty Finance”) announced today that NorthStar Realty Europe Corp. (“NorthStar Realty Europe” or “NRE |
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| July 1, 2015 |
EX-4.1 3 t1501526ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 NORTHSTAR REALTY EUROPE CORP., as the Issuer, and NORTHSTAR REALTY FINANCE CORP. and NORTHSTAR REALTY FINANCE LIMITED PARTNERSHIP, as the Guarantors, to WILMINGTON TRUST, NATIONAL ASSOCIATION, as the Trustee Indenture Dated as of July 1, 2015 4.625% Senior Stock-Settlable Notes due December 2016 Table of Contents Page Article I Definitions and Oth |
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| July 1, 2015 |
Exhibit 99.1 NorthStar Realty Finance Announces Private Offering of NorthStar Realty Europe?s $300 Million Senior Stock-Settlable Notes Due December 2016 NEW YORK, June 24, 2015 ? NorthStar Realty Finance Corp. (NYSE: NRF) (?NorthStar Realty Finance?) announced today that NorthStar Realty Europe Corp. (?NorthStar Realty Europe? or ?NRE?), a current wholly-owned subsidiary of NorthStar Realty Finan |
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| June 10, 2015 |
NRF / NorthStar Realty Finance Corp. / VANGUARD GROUP INC Passive Investment northstarrealtyfinanceamd2.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: NorthStar Realty Finance Corp Title of Class of Securities: REIT CUSIP Number: 66704R704 Date of Event Which Requires Filing of this Statement: May 31, 2015 Check the appropria |
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| May 29, 2015 |
Submission of Matters to a Vote of Security Holders 8-K 1 nrf-8xkannualmeetingvoting.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 27, 2015 NorthStar Realty Finance Corp. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of inco |
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| May 26, 2015 |
8-K 1 nrf-8xkwinterfell05262015.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 19, 2015 NorthStar Realty Finance Corp. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incor |
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| May 8, 2015 |
NORTHSTAR REALTY FINANCE ANNOUNCES FIRST QUARTER 2015 RESULTS EX-99.1 2 a15-111751ex99d1.htm EX-99.1 Exhibit 99.1 NORTHSTAR REALTY FINANCE ANNOUNCES FIRST QUARTER 2015 RESULTS First Quarter 2015 Highlights · Cash available for distribution (“CAD”) of $0.44 per share. · First quarter 2015 cash dividend of $0.40 per common share. · Announced spin-off of NorthStar Realty’s European commercial real estate business into a separate publicly-traded REIT. · Subseque |
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| May 8, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 8, 2015 NorthStar Realty Finance Corp. |
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| April 17, 2015 |
NorthStar Realty Finance DEF 14A NRF 2015 Proxy 04.17.2015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by |
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| April 7, 2015 |
8-K 1 nrf-8xkwinterfell04072015.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 1, 2015 NorthStar Realty Finance Corp. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of inco |
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| March 26, 2015 |
NRF 5.375 Prosupp 03.26.2015 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities Offered Amount to be Registered Maximum Offering Price Per Share (1) Maximum Aggregate Offering Price (1) Amount of Registration Fee (1) (2) Common stock, par value $0.01 per share 614,716 $ 18.44 $ 11,335,363.04 $ 1,317.17 (1) Estimated solely for purposes of calculating the registration fee. The estima |
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| March 19, 2015 |
NRF 8-K 03.19.2015 Exhibit 4.5 Exhibit 4.5 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE dated as of March 13, 2015 (this ? Second Supplemental Indenture ?) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the ? Predecessor Company ?), NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (the ? Successor Company ?), and The Bank of |
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| March 19, 2015 |
NRF 8-K 03.19.2015 Exhibit 4.3 Exhibit 4.3 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE dated as of March 13, 2015 (this “ Second Supplemental Indenture ”) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the “ Predecessor Company ”), NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (the “ Successor Company ”), and Wilmington T |
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| March 19, 2015 |
EX-4.6 7 nrf8-k03192015exhibit46.htm EXHIBIT 4.6 Exhibit 4.6 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE dated as of March 13, 2015 (this “Second Supplemental Indenture”) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the “Predecessor Company”), NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (the “Successor Company”), and |
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| March 19, 2015 |
NRF 8-K 03.19.2015 Exhibit 4.9 Exhibit 4.9 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE dated as of March 13, 2015 (this ? Second Supplemental Indenture ?) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the ? Predecessor Company ?), NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (the ? Successor Company ?), and Wilmington T |
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| March 19, 2015 |
NRF 8-K 03.19.2015 Exhibit 4.11 Exhibit 4.11 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE dated as of March 13, 2015 (this ? Second Supplemental Indenture ?) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the ? Predecessor Company ?), NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (the ? Successor Company ?), and Wilmington |
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| March 19, 2015 |
EX-4.10 11 nrf8-k03192015exhibit410.htm EXHIBIT 4.10 Exhibit 4.10 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE dated as of March 13, 2015 (this “Second Supplemental Indenture”) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the “Predecessor Company”), NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (the “Successor Company”), |
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| March 19, 2015 |
EX-4.8 9 nrf8-k03192015exhibit48.htm EXHIBIT 4.8 Exhibit 4.8 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE dated as of March 13, 2015 (this “Second Supplemental Indenture”) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the “Predecessor Company”), NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (the “Successor Company”), and |
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| March 19, 2015 |
NorthStar Realty Finance 8-K (Current Report/Significant Event) NRF 8-K (03.19.2015) 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 13, 2015 NORTHSTAR REALTY FINANCE CORP. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation) 001-3 |
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| March 19, 2015 |
NRF 8-K 03.19.2015 Exhibit 10.1 Exhibit 10.1 AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NORTHSTAR REALTY FINANCE LIMITED PARTNERSHIP a Delaware limited partnership - THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSE |
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| March 19, 2015 |
NRF 8-K 03.19.2015 Exhibit 4.1 Exhibit 4.1 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE dated as of March 13, 2015 (this ? Second Supplemental Indenture ?) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the ? Predecessor Company ?), NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (the ? Successor Company ?), and Wilmington T |
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| March 19, 2015 |
NRF 8-K 03.19.2015 Exhibit 4.2 Exhibit 4.2 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE dated as of March 13, 2015 (this ? Second Supplemental Indenture ?) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the ? Predecessor Company ?), NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (the ? Successor Company ?), and Wilmington T |
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| March 19, 2015 |
NRF 8-K 03.19.2015 Exhibit 4.4 Exhibit 4.4 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE dated as of March 13, 2015 (this ? Second Supplemental Indenture ?) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the ? Predecessor Company ?), NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (the ? Successor Company ?), and The Bank of |
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| March 19, 2015 |
NRF 8-K 03.19.2015 Exhibit 4.7 Exhibit 4.7 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE dated as of March 13, 2015 (this ? Second Supplemental Indenture ?) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the ? Predecessor Company ?), NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (the ? Successor Company ?), and Wilmington T |
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| March 6, 2015 |
NORTHSTAR REALTY FINANCE CORP. 60,000,000 SHARES OF COMMON STOCK UNDERWRITING AGREEMENT Exhibit 1.1 NORTHSTAR REALTY FINANCE CORP. 60,000,000 SHARES OF COMMON STOCK UNDERWRITING AGREEMENT March 2, 2015 Deutsche Bank Securities Inc. UBS Securities LLC As Representatives of the several Underwriters named in Schedule I hereto c/o Deutsche Bank Securities Inc. 60 Wall Street New York, NY 10005 c/o UBS Securities LLC 299 Park Avenue New York, NY 10171 Ladies and Gentlemen: NorthStar Realt |
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| March 6, 2015 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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 2, 2015 NORTHSTAR REALTY FINANCE CORP. (Exact Name of Registrant as Specified in its Charter) Maryland No. 001-32330 No. 02-0732285 (State or other jurisdiction of (Commission ( |
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| March 6, 2015 |
Exhibit 10.1 Deutsche Bank Deutsche Bank AG, London Branch Winchester house 1 Great Winchester St, London EC2N 2DB Telephone: 44 20 7545 8000 c/o Deutsche Bank Securities Inc. 60 Wall Street New York, NY 10005 Telephone: (212) 250-2500 DATE: March 2, 2015 TO: NorthStar Realty Finance Corp. 399 Park Avenue, 18th Floor New York, NY 10022 ATTENTION: Albert Tylis, President TELEPHONE: 01 212 547 2600 |
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| March 5, 2015 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee(1) Common stock, par value $0. |
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| March 2, 2015 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. |
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| February 27, 2015 |
NORTHSTAR REALTY FINANCE ANNOUNCES FOURTH QUARTER 2014 RESULTS Exhibit 99.1 NORTHSTAR REALTY FINANCE ANNOUNCES FOURTH QUARTER 2014 RESULTS Fourth Quarter 2014 Highlights · Cash available for distribution (“CAD”) of $0.44 per share. · Fourth quarter 2014 cash dividend of $0.40 per common share. · Completed the $4 billion acquisition of Griffin-American Healthcare REIT II, Inc. and a $1.1 billion hotel portfolio in the fourth quarter 2014. · Entered into separa |
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| February 27, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 27, 2015 NorthStar Realty Finance Corp. |
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| February 26, 2015 |
Exhibit 99.1 NorthStar Realty Finance Announces Plan to Spin-off European Real Estate Business into a Separate Publicly-Traded REIT NEW YORK, February 26, 2015 — NorthStar Realty Finance Corp. (NYSE: NRF) (“NorthStar Realty” or the “Company”) today announced that its Board of Directors unanimously approved a plan to spin-off its European real estate business into a separate publicly-traded REIT, N |
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| February 26, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 26, 2015 NorthStar Realty Finance Corp. |
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| February 26, 2015 |
EX-99.2 3 a15-53751ex99d2.htm EX-99.2 Exhibit 99.2 European Spin-off Overview February 2015 399 Park Avenue, 18th Floor, New York, NY 10022 | 212.547.2600 | NRFC.com 1 Safe Harbor This presentation contains certain “forward-looking statements,” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended and Section 21E of the Se |
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| February 20, 2015 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 16, 2015 NorthStar Realty Finance Corp. |
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| February 20, 2015 |
UMBRELLA SALE AND PURCHASE AGREEMENT Project Prime UMBRELLA SALE AND PURCHASE AGREEMENT Project Prime DATED 16 February 2015 SEB Investment GmbH SEB Investment GmbH, Filiale di Milano SEB Investment GmbH, French Branch Altair Issy S. |
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| February 17, 2015 |
SC 13G/A 1 northstarrealty13ga-021715.htm FEBRUARY 17, 2015 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. 2)* NorthStar Realty Finance Corp. (Name of Issuer) Common stock, $.01 par value (Title of Class of Securi |
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| February 17, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) Information to be included in statements filed pursuant to Rules 13d-1(b), (c) and (d) and amendments thereto filed pursuant to 13d-2(b) * (Amendment No.1) NorthStar Realty Finance Corp. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 66704R704 (CUSIP Number) December |
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| February 10, 2015 |
NRF / NorthStar Realty Finance Corp. / VANGUARD GROUP INC Passive Investment SC 13G/A 1 northstarrealtyfinancecorp.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: NorthStar Realty Finance Corp Title of Class of Securities: REIT CUSIP Number: 66704R704 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to designate the rul |
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| January 30, 2015 |
CALCULATION OF REGISTRATION FEE Title of Each Class of Securities Offered Amount to be Registered Maximum Offering Price Per Share (1) Maximum Aggregate Offering Price (1) Amount of Registration Fee (1) (2) Common stock, par value $0. |
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| January 13, 2015 |
nrfjanuary2015roadshowpr Investor Presentation January 2015 399 Park Avenue, 18th Floor, New York, NY 10022 | 212. |
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| January 13, 2015 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 12, 2015 NorthStar Realty Finance Corp. |
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| December 29, 2014 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 22, 2014 NorthStar Realty Finance Corp. |
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| December 12, 2014 |
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): December 11, 2014 NORTHSTAR REALTY FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32330 (Commission F |
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| December 9, 2014 |
Exhibit 10.5 Loan No: 7873 MEZZANINE C LOAN AGREEMENT Dated as of December 3, 2014 Between EACH OF THE ENTITIES LISTED ON SCHEDULE IX ATTACHED HERETO, individually and/or collectively, as the context may require, as Borrower and CITIGROUP GLOBAL MARKETS REALTY CORP., JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, BARCLAYS BANK PLC and COLUMN FINANCIAL, INC., collectively, as Lender TABLE OF CONTENTS P |
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| December 9, 2014 |
Table of Contents Exhibit 99.2 GRIFFIN-AMERICAN HEALTHCARE REIT II, INC. CONDENSED CONSOLIDATED BALANCE SHEETS As of September 30, 2014 and December 31, 2013 (Unaudited) September 30, December 31, 2014 2013 ASSETS Real estate investments, net $ 2,593,817,000 $ 2,523,699,000 Real estate notes receivable, net 31,394,000 18,888,000 Cash and cash equivalents 32,181,000 37,955,000 Accounts and other re |
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| December 9, 2014 |
DATED 3 December 2014 GA HC REIT II CH U.K. SENIOR HOUSING PORTFOLIO LIMITED (as Original Borrower) Exhibit 10.2 DATED 3 December 2014 GA HC REIT II CH U.K. SENIOR HOUSING PORTFOLIO LIMITED (as Original Borrower) and THE BORROWER AND CERTAIN OF ITS SUBSIDIARIES (as Original Guarantors) and NORTHSTAR REALTY HEALTHCARE LLC (as Indemnitor) arranged by CREDIT SUISSE SECURITIES (EUROPE) LIMITED (as Arranger) with ELAVON FINANCIAL SERVICES LIMITED acting as Agent and U.S. BANK TRUSTEES LIMITED acting |
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| December 9, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 3, 2014 NorthStar Realty Finance Corp. |
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| December 9, 2014 |
Exhibit 99.5 NORTHSTAR REALTY FINANCE CORP. AND SUBSIDIARIES UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION The following unaudited pro forma condensed consolidated balance sheet of NorthStar Realty Finance Corp. (the “Company”) as of September 30, 2014 is presented as if the mergers of: (i) Griffin-American Healthcare REIT II, Inc., a Maryland corporation (“Griffin-American”), w |
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| December 9, 2014 |
EX-10.1 2 ex101griffin-mortgageloana.htm EXHIBIT Exhibit 10.1 Loan No: 7873 LOAN AGREEMENT Dated as of December 3, 2014 Between EACH OF THE ENTITIES LISTED ON SCHEDULE I ATTACHED HERETO, individually and/or collectively, as the context may require, as Borrower and CITIGROUP GLOBAL MARKETS REALTY CORP., JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, BARCLAYS BANK PLC and COLUMN FINANCIAL, INC., collect |
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| December 9, 2014 |
Exhibit 10.3 Loan No: 7873 MEZZANINE A LOAN AGREEMENT Dated as of December 3, 2014 Between EACH OF THE ENTITIES LISTED ON SCHEDULE I ATTACHED HERETO, individually and/or collectively, as the context may require, as Borrower and CITIGROUP GLOBAL MARKETS REALTY CORP., JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, BARCLAYS BANK PLC and COLUMN FINANCIAL, INC., collectively, as Lender TABLE OF CONTENTS Pa |
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| December 9, 2014 |
Exhibit 10.4 Loan No: 7873 MEZZANINE B LOAN AGREEMENT Dated as of December 3, 2014 Between EACH OF THE ENTITIES LISTED ON SCHEDULE VIII ATTACHED HERETO, individually and/or collectively, as the context may require, as Borrower and CITIGROUP GLOBAL MARKETS REALTY CORP., JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, BARCLAYS BANK PLC and COLUMN FINANCIAL, INC., collectively, as Lender TABLE OF CONTENTS |
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| December 9, 2014 |
EX-99.4 9 exhibit994-roo3and9months.htm EXHIBIT Exhibit 99.4 Results of Operations Comparison of the Three and Nine Months Ended September 30, 2014 and 2013 Our results of operations for the three and nine months ended September 30, 2014 and 2013 are primarily comprised of income derived from our portfolio of properties and acquisition related expenses in connection with the acquisitions of such p |
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| December 3, 2014 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 28, 2014 NorthStar Realty Finance Corp. |
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| November 13, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 13, 2014 NorthStar Realty Finance Corp. |
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| November 10, 2014 |
SUPPLEMENT DATED NOVEMBER 10, 2014 TO JOINT PROXY STATEMENT/PROSPECTUS DATED OCTOBER 29, 2014 QuickLinks - Click here to rapidly navigate through this document Filed Pursuant to Rule 424(b)(3) Registration Statement No. |
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| November 6, 2014 |
NRF / NorthStar Realty Finance Corp. 425 - Merger Prospectus - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 6, 2014 NorthStar Realty Finance Corp. |
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| November 6, 2014 |
NORTHSTAR ASSET MANAGEMENT GROUP ANNOUNCES THIRD QUARTER 2014 RESULTS Exhibit 99.2 NORTHSTAR ASSET MANAGEMENT GROUP ANNOUNCES THIRD QUARTER 2014 RESULTS Third Quarter 2014 Highlights · Cash available for distribution (“CAD”) of $0.19 per share. · Third quarter 2014 cash dividend of $0.10 per common share. · $1.9 billion of NorthStar Realty equity committed to be issued. · Raised $771 million of capital in the non-traded REIT business year-to-date, including $291 mil |
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| November 6, 2014 |
NORTHSTAR ASSET MANAGEMENT GROUP ANNOUNCES THIRD QUARTER 2014 RESULTS Exhibit 99.2 NORTHSTAR ASSET MANAGEMENT GROUP ANNOUNCES THIRD QUARTER 2014 RESULTS Third Quarter 2014 Highlights · Cash available for distribution (“CAD”) of $0.19 per share. · Third quarter 2014 cash dividend of $0.10 per common share. · $1.9 billion of NorthStar Realty equity committed to be issued. · Raised $771 million of capital in the non-traded REIT business year-to-date, including $291 mil |
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| November 6, 2014 |
Regulation FD Disclosure, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 6, 2014 NorthStar Realty Finance Corp. |
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| November 6, 2014 |
NORTHSTAR REALTY FINANCE ANNOUNCES THIRD QUARTER 2014 RESULTS Exhibit 99.1 NORTHSTAR REALTY FINANCE ANNOUNCES THIRD QUARTER 2014 RESULTS Third Quarter 2014 Highlights · Cash available for distribution (“CAD”) of $0.43 per share. · Third quarter 2014 cash dividend of $0.40 per common share. · Closed $1.9 billion of investments in the third quarter 2014. · Closed two corporate credit facilities with an aggregate commitment of up to $1.0 billion. NEW YORK, NY, |
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| November 6, 2014 |
NORTHSTAR REALTY FINANCE ANNOUNCES THIRD QUARTER 2014 RESULTS Exhibit 99.1 NORTHSTAR REALTY FINANCE ANNOUNCES THIRD QUARTER 2014 RESULTS Third Quarter 2014 Highlights · Cash available for distribution (“CAD”) of $0.43 per share. · Third quarter 2014 cash dividend of $0.40 per common share. · Closed $1.9 billion of investments in the third quarter 2014. · Closed two corporate credit facilities with an aggregate commitment of up to $1.0 billion. NEW YORK, NY, |
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| November 4, 2014 |
CALCULATION OF REGISTRATION FEE Title of Each Class of Securities Offered Amount to be Registered Maximum Offering Price Per Share (1) Maximum Aggregate Offering Price (1) Amount of Registration Fee (1) (2) Common stock, par value $0. |
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| October 29, 2014 |
JOINT PROXY STATEMENT/PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-198234 JOINT PROXY STATEMENT/PROSPECTUS To the Stockholders of NorthStar Realty Finance Corp. and the Stockholders of Griffin-American Healthcare REIT II, Inc.: NorthStar Realty Finance Corp. (“NorthStar”), NRF Healthcare Subsidiary, LLC (“Merger Sub”), NRF OP Healthcare Subsidiary, LLC (“Partnership Merger Sub”), Griffin-American Healthcare RE |
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| October 27, 2014 |
NRF / NorthStar Realty Finance Corp. CORRESP - - CORRESP 1 filename1.htm October 27, 2014 Via EDGAR Mr. Tom Kluck, Branch Chief, Unites States Securities and Exchange Commission, Division of Corporation Finance, 100 F Street, NE, Washington, DC 20549-7010 Re: NorthStar Realty Finance Corp. Registration Statement on Form S-4 File No. 333-198234 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, on behalf of N |
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| October 27, 2014 |
Exhibit 99.1 CONSENT OF UBS SECURITIES LLC We hereby consent to the use of our opinion letter dated August 5, 2014 to the Board of Directors of NorthStar Realty Finance Corp. (“NorthStar”) included as Annex B to the Joint Proxy Statement/Prospectus which forms a part of the Registration Statement on Form S-4, relating to the proposed transaction involving NorthStar and Griffin-American Healthcare |
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| October 27, 2014 |
NRF / NorthStar Realty Finance Corp. S-4/A - - S-4/A As filed with the Securities and Exchange Commission on October 27, 2014 Registration No. |
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| October 27, 2014 |
Exhibit 99.3 October 27, 2014 Independent Committee of the Board of Directors Griffin-American Healthcare REIT II, Inc. 18191 Von Karman Avenue, Suite 300 Irvine, California 92612 Members of the Independent Committee of the Board of Directors: We hereby consent to the inclusion of our opinion letter, dated August 5, 2014, to the Independent Committee of the Board of Directors of Griffin-American H |
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| October 27, 2014 |
Exhibit 99.2 ROBERT A. STANGER & CO., INC. Investment Banking 1129 Broad Street, Suite 201 Shrewsbury, New Jersey 07702-4314 (732) 389-3600 FAX: (732) 389-1751 October 27, 2014 The Special Committee of the Board of Directors of Griffin-American Healthcare REIT II, Inc. 18191 Von Karman Avenue, Suite 300 Irvine, CA 92612 Gentlemen: We hereby consent to the inclusion of our opinion letter, dated Aug |
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| October 27, 2014 |
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS Exhibit 23.7 CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS We hereby consent to the incorporation by reference in this Registration Statement on Form S-4 of NorthStar Realty Finance Corp. of our report dated March 10, 2014 relating to the financial statements of INK Acquisition, LLC & Affiliates, which appears in NorthStar Realty Finance Corp.’s Current Report on Form 8-K dated September 26, |
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| October 23, 2014 |
NRF / NorthStar Realty Finance Corp. CORRESP - - CORRESP 1 filename1.htm October 23, 2014 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Mail Stop 4561 Washington, D.C. 20549 Attn: Robert F. Telewicz, Jr., Senior Staff Accountant Re: NorthStar Realty Finance Corp. Form 10-K for Fiscal Year Ended December 31, 2013 Dear Mr. Telewicz: Set forth below is the response of NorthStar Realty Finance Corp. (together |
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| October 14, 2014 |
EX-99.2 10 exhibit992.htm EXHIBIT Exhibit 99.2 ROBERT A. STANGER & CO., INC. Investment Banking 1129 Broad Street, Suite 201 Shrewsbury, New Jersey 07702-4314 (732) 389-3600 FAX: (732) 389-1751 October 14, 2014 The Special Committee of the Board of Directors of Griffin-American Healthcare REIT II, Inc. 18191 Von Karman Avenue, Suite 300 Irvine, CA 92612 Gentlemen: We hereby consent to the inclusio |
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| October 14, 2014 |
EX-99.3 11 ex993.htm EXHIBIT Exhibit 99.3 October 14, 2014 Independent Committee of the Board of Directors Griffin-American Healthcare REIT II, Inc. 18191 Von Karman Avenue, Suite 300 Irvine, California 92612 Members of the Independent Committee of the Board of Directors: We hereby consent to the inclusion of our opinion letter, dated August 5, 2014, to the Independent Committee of the Board of Di |
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| October 14, 2014 |
Exhibit 99.1 CONSENT OF UBS SECURITIES LLC We hereby consent to the use of our opinion letter dated August 5, 2014 to the Board of Directors of NorthStar Realty Finance Corp. (“NorthStar”) included as Annex B to the Joint Proxy Statement/Prospectus which forms a part of the Registration Statement on Form S-4, relating to the proposed transaction involving NorthStar and Griffin-American Healthcare |
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| October 14, 2014 |
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS Exhibit 23.7 CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS We hereby consent to the incorporation by reference in this Registration Statement on Form S-4 of NorthStar Realty Finance Corp. of our report dated March 10, 2014 relating to the financial statements of INK Acquisition, LLC & Affiliates, which appears in NorthStar Realty Finance Corp.’s Current Report on Form 8-K dated September 26, |
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| October 14, 2014 |
NRF / NorthStar Realty Finance Corp. CORRESP - - [Sullivan & Cromwell LLP Letterhead] October 14, 2014 VIA EDGAR CORRESPONDENCE Mr. |
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| October 14, 2014 |
NRF / NorthStar Realty Finance Corp. CORRESP - - CORRESP 1 filename1.htm October 14, 2014 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Mail Stop 4561 Washington, D.C. 20549 Attn: Robert F. Telewicz, Jr., Senior Staff Accountant Re: NorthStar Realty Finance Corp. Form 10-K for Fiscal Year Ended December 31, 2013 Dear Mr. Telewicz: Set forth below is the response of NorthStar Realty Finance Corp. (together |
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| October 14, 2014 |
NRF / NorthStar Realty Finance Corp. S-4/A - - S-4/A As filed with the Securities and Exchange Commission on October 14, 2014 Registration No. |
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| September 29, 2014 |
Exhibit 10.2 $275,000,000 CREDIT AGREEMENT dated as of September 26, 2014, among NORTHSTAR REALTY FINANCE CORP., as Borrower, THE LENDERS PARTY HERETO And UBS AG, STAMFORD BRANCH, as Administrative Agent TABLE OF CONTENTS Section Page ARTICLE I DEFINITIONS SECTION 1.01 Defined Terms 1 SECTION 1.02 Classification of Loan 20 SECTION 1.03 Terms Generally 20 SECTION 1.04 Accounting Terms; GAAP 21 ARTI |
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| September 29, 2014 |
Exhibit 10.1 FACILITY AGREEMENT FACILITY AGREEMENT, dated as of September 26, 2014 (this "Agreement"), between NorthStar Realty Finance Corp., a Maryland corporation (the "Borrower"), and UBS AG, Stamford Branch ("UBS"). The Borrower wishes to establish a facility to borrow up to $500,000,000 in the form of Loans from UBS or its designee from time to time, and UBS is willing to make, or cause its |
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| September 29, 2014 |
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): September 26, 2014 NORTHSTAR REALTY FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) 001-32330 (Commission |
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| September 26, 2014 |
Exhibit 99.2 Robert A. Stanger & Co., Inc. Investment Banking 1129 Broad Street, Suite 201 Shrewsbury, New Jersey 07702-4314 (732) 389-3600 FAX: (732) 389-1751 September 26, 2014 The Special Committee of the Board of Directors of Griffin-American Healthcare REIT II, Inc. 18191 Von Karman Avenue, Suite 300 Irvine, CA 92612 Gentlemen: We hereby consent to the inclusion of our opinion letter, dated A |
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| September 26, 2014 |
Exhibit 99.1 CONSENT OF UBS SECURITIES LLC We hereby consent to the use of our opinion letter dated August 5, 2014 to the Board of Directors of NorthStar Realty Finance Corp. (“NorthStar”) included as Annex B to the Joint Proxy Statement/Prospectus which forms a part of the Registration Statement on Form S-4, relating to the proposed transaction involving NorthStar and Griffin-American Healthcare |
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| September 26, 2014 |
EX-99.2 4 exhibit-992.htm EXHIBIT Exhibit - 99.2 |
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| September 26, 2014 |
EX-99.3 9 ex9931.htm EXHIBIT Exhibit 99.3 September 26, 2014 Independent Committee of the Board of Directors Griffin-American Healthcare REIT II, Inc. 18191 Von Karman Avenue, Suite 300 Irvine, California 92612 Members of the Independent Committee of the Board of Directors: We hereby consent to the inclusion of our opinion letter, dated August 5, 2014, to the Independent Committee of the Board of |
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| September 26, 2014 |
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS Exhibit 23.7 CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS We hereby consent to the incorporation by reference in this Registration Statement on Form S-4 of NorthStar Realty Finance Corp. of our report dated March 10, 2014 relating to the financial statements of INK Acquisition, LLC & Affiliates, which appears in NorthStar Realty Finance Corp.’s Current Report on Form 8-K dated September 26, |
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| September 26, 2014 |
Exhibit - 99.3 INDEX TO PRO FORMA FINANCIAL STATEMENTS NorthStar Realty Finance Corp. and Subsidiaries Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Six Months Ended June 30, 2014 3 NorthStar Realty Finance Corp. and Subsidiaries Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Year Ended December 31, 2013 4 NorthStar Realty Finance Corp. and |
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| September 26, 2014 |
NRF / NorthStar Realty Finance Corp. CORRESP - - CORRESP 1 filename1.htm [Sullivan & Cromwell LLP Letterhead] September 26, 2014 VIA EDGAR CORRESPONDENCE Mr. Tom Kluck, Branch Chief, Securities and Exchange Commission, Division of Corporation Finance, 100 F Street, N.E., Washington, D.C. 20549. Re: NorthStar Realty Finance Corp. Registration Statement on Form S-4 Filed August 19, 2014 File No. 333-198234 Dear Mr. Kluck: Set forth below are the r |
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| September 26, 2014 |
Financial Statements and Exhibits 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): September 26, 2014 NORTHSTAR REALTY FINANCE CORP. (Exact Name of Registrant as Specified in its Charter) Maryland (State or Other Jurisdiction of Incorporation or Organization) 001-32 |
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| September 26, 2014 |
NRF / NorthStar Realty Finance Corp. S-4/A - - S-4/A As filed with the Securities and Exchange Commission on September 26, 2014 Registration No. |
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| September 26, 2014 |
NRF / NorthStar Realty Finance Corp. CORRESP - - CORRESP 1 filename1.htm September 26, 2014 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Mail Stop 4561 Washington, D.C. 20549 Attn: Robert F. Telewicz, Jr., Senior Staff Accountant Re: NorthStar Realty Finance Corp. Form 10-K for Fiscal Year Ended December 31, 2013 Dear Mr. Telewicz: Set forth below are the responses of NorthStar Realty Finance Corp. (toget |
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| September 26, 2014 |
Exhibit 99.4 Exhibit 99.4 |
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| September 26, 2014 |
Exhibit - 99.1 |
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| September 23, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 23, 2014 NorthStar Realty Finance Corp. |
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| September 23, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 17, 2014 NorthStar Realty Finance Corp. |
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| September 23, 2014 |
Exhibit 10.1 EXECUTION COPY ASSET PURCHASE AGREEMENT by and among INLAND AMERICAN REAL ESTATE TRUST, INC. (“Parent”) and IHP I OWNER JV, LLC (“Buyer I”) and IHP WEST HOMESTEAD (PA) OWNER LLC, (“Buyer II”) and NORTHSTAR REALTY FINANCE CORP. (“Buyer Parent”) dated as of September 17, 2014 TABLE OF CONTENTS ARTICLE I DEFINITIONS AND RULES OF CONSTRUCTION Section 1.1 Definitions. 1 Section 1.2 Terms D |
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| September 23, 2014 |
CALCULATION OF REGISTRATION FEE Title of Each Class of Securities Offered Amount to be Registered Maximum Offering Price Per Share (1) Maximum Aggregate Offering Price (1) Amount of Registration Fee (1) (2) Common stock, par value $0. |
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| September 23, 2014 |
Re: NRF inclusion in the MSCI U.S. REIT Index, or RMZ, and change in industry classification Exhibit 99.1 September 23, 2014 [email protected] Re: NRF inclusion in the MSCI U.S. REIT Index, or RMZ, and change in industry classification NorthStar Realty Finance Corp. (“NorthStar Realty”) is a publicly-traded REIT focused on commercial real estate. NorthStar Realty (www.nrfc.com) is headquartered in New York City and has been listed on the NYSE under the symbol “NRF” since the company |
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| September 9, 2014 |
NORTHSTAR REALTY FINANCE CORP. 45,000,000 SHARES OF COMMON STOCK UNDERWRITING AGREEMENT Exhibit 1.1 EXECUTION VERSION NORTHSTAR REALTY FINANCE CORP. 45,000,000 SHARES OF COMMON STOCK UNDERWRITING AGREEMENT September 3, 2014 Deutsche Bank Securities Inc. UBS Securities LLC As Representatives of the several Underwriters named in Schedule I hereto c/o Deutsche Bank Securities Inc. 60 Wall Street New York, NY 10005 c/o UBS Securities LLC 299 Park Avenue New York, NY 10171 Ladies and Gent |
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| September 9, 2014 |
Exhibit 10.1 Execution Version Deutsche Bank Deutsche Bank AG, London Branch Winchester house 1 Great Winchester St, London EC2N 2DB Telephone: 44 20 7545 8000 c/o Deutsche Bank Securities Inc. 60 Wall Street New York, NY 10005 Telephone: (212) 250-2500 DATE: September 3, 2014 TO: NorthStar Realty Finance Corp. 399 Park Avenue, 18th Floor New York, NY 10022 ATTENTION: Albert Tylis, President FACSI |
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| September 9, 2014 |
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): September 3, 2014 NORTHSTAR REALTY FINANCE CORP. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) No. 001-32330 (Commissi |
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| September 8, 2014 |
CALCULATION OF REGISTRATION FEE Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. |
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| September 3, 2014 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. |
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| August 19, 2014 |
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS EX-99.1 3 exhibit991-griffin10ka.htm EXHIBIT Table of Contents Exhibit 99.1 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm 2 Consolidated Balance Sheets as of December 31, 2013 and 2012 3 Consolidated Statements of Operations and Comprehensive Income (Loss) for the Years Ended December 31, 2013, 2012 and 2011 4 Consolidated Statements of Equ |
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| August 19, 2014 |
Exhibit 99.4 Exhibit 99.4 |
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| August 19, 2014 |
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Table of Contents Exhibit 99.1 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm 2 Consolidated Balance Sheets as of December 31, 2013 and 2012 3 Consolidated Statements of Operations and Comprehensive Income (Loss) for the Years Ended December 31, 2013, 2012 and 2011 4 Consolidated Statements of Equity for the Years Ended December 31, 2013, 20 |
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| August 19, 2014 |
EX-99.3 5 exhibit993-griffinroo3year.htm EXHIBIT Exhibit 99.3 Results of Operations This Results of Operations section from the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of Griffin-American Healthcare REIT II, Inc.'s Annual Report on Form 10-K/A, for the year ended December 31, 2013 is being provided in connection with the financial statements of |
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| August 19, 2014 |
NRF / NorthStar Realty Finance Corp. 425 - Merger Prospectus - 425 425 1 nrf425-griffin.htm 425 Filed by NorthStar Realty Finance Corp. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Griffin-American Healthcare REIT II, Inc. Commission File No. for Registration Statement on Form S-4 filed by NorthStar Realty Finance Corp.: 333-198234 Certain financial information with respect to Griffin-American Healthcare REIT II, Inc., a Maryland corpora |
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| August 19, 2014 |
Financial Statements and Exhibits, Other Events 8-K 1 nrf8-kgriffin.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 19, 2014 NorthStar Realty Finance Corp. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation) |
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| August 19, 2014 |
Robert A. Stanger & Co., Inc. Investment Banking 1129 Broad Street, Suite 201 Shrewsbury, New Jersey 07702-4314 (732) 389-3600 FAX: (732) 389-1751 Exhibit 99.2 August 19, 2014 The Special Committee of the Board of Directors of Griffin-American Healthcare REIT II, Inc. 18191 Von Karman Avenue, Suite 300 Irvine, CA 92612 Gentlemen: We hereby consent to the inclusion of our opinion letter, dated Augu |
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| August 19, 2014 |
EX-99.4 6 exhibit994-griffinroo3and6.htm EXHIBIT Exhibit 99.4 Results of Operations This Results of Operations section from the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of Griffin-American Healthcare REIT II, Inc.'s Quarterly Report on Form 10-Q, for the quarter ended June 30, 2014 is being provided in connection with the financial statements of |
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| August 19, 2014 |
EX-99.3 11 ex993.htm EXHIBIT Exhibit 99.3 August 19, 2014 Independent Committee of the Board of Directors Griffin-American Healthcare REIT II, Inc. 18191 Von Karman Avenue, Suite 300 Irvine, California 92612 Members of the Independent Committee of the Board of Directors: We hereby consent to the inclusion of our opinion letter, dated August 5, 2014, to the Independent Committee of the Board of Dir |
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| August 19, 2014 |
Table of Contents Exhibit 99.2 GRIFFIN-AMERICAN HEALTHCARE REIT II, INC. CONDENSED CONSOLIDATED BALANCE SHEETS As of June 30, 2014 and December 31, 2013 (Unaudited) June 30, December 31, 2014 2013 ASSETS Real estate investments, net $ 2,641,620,000 $ 2,523,699,000 Real estate notes receivable, net 29,210,000 18,888,000 Cash and cash equivalents 30,878,000 37,955,000 Accounts and other receivables, |
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| August 19, 2014 |
Exhibit 99.1 CONSENT OF UBS SECURITIES LLC We hereby consent to the use of our opinion letter dated August 5, 2014 to the Board of Directors of NorthStar Realty Finance Corp. (“NorthStar”) included as Annex B to the Joint Proxy Statement/Prospectus which forms a part of the Registration Statement on Form S-4, relating to the proposed transaction involving NorthStar and Griffin-American Healthcare |
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| August 19, 2014 |
NRF / NorthStar Realty Finance Corp. 425 - Merger Prospectus - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 19, 2014 NorthStar Realty Finance Corp. |
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| August 19, 2014 | ||
| August 19, 2014 |
EX-99.3 5 exhibit993-griffinroo3year.htm EXHIBIT Exhibit 99.3 Results of Operations This Results of Operations section from the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of Griffin-American Healthcare REIT II, Inc.'s Annual Report on Form 10-K/A, for the year ended December 31, 2013 is being provided in connection with the financial statements of |
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| August 19, 2014 |
EX-99.2 4 exhibit992-griffin10q.htm EXHIBIT Table of Contents Exhibit 99.2 GRIFFIN-AMERICAN HEALTHCARE REIT II, INC. CONDENSED CONSOLIDATED BALANCE SHEETS As of June 30, 2014 and December 31, 2013 (Unaudited) June 30, December 31, 2014 2013 ASSETS Real estate investments, net $ 2,641,620,000 $ 2,523,699,000 Real estate notes receivable, net 29,210,000 18,888,000 Cash and cash equivalents 30,878,00 |
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| August 19, 2014 |
Exhibit 21.1 List of Significant Subsidiaries Subsidiary Jurisdiction CRE Resecure, LLC Delaware CRE Resecure II, LLC Delaware N-Star REL CDO IX LTD Cayman NorthStar Realty Healthcare, LLC Delaware NRFC BS Holdings, LLC Delaware NRFC Highstreet Member, LLC Delaware NRFC MH II Holdings, LLC Delaware NRFC RI 2012-1 Holdings, LLC Delaware NRFC PE Fund Investor, LLC Delaware NRFC PE Fund Investor II, |
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| August 19, 2014 |
EX-99.4 6 exhibit994-griffinroo3and6.htm EXHIBIT Exhibit 99.4 Results of Operations This Results of Operations section from the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of Griffin-American Healthcare REIT II, Inc.'s Quarterly Report on Form 10-Q, for the quarter ended June 30, 2014 is being provided in connection with the financial statements of |
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| August 19, 2014 |
NORTHSTAR REALTY FINANCE CORP. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS EX-99.5 7 exhibit995-giffinproformar.htm EXHIBIT Exhibit 99.5 NORTHSTAR REALTY FINANCE CORP. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS The following unaudited pro forma condensed consolidated balance sheet as of June 30, 2014 is presented as if the merger occurred on June 30, 2014. The following unaudited pro forma condensed consolidated statements of operations for the six m |
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| August 19, 2014 |
NORTHSTAR REALTY FINANCE CORP. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS EX-99.5 7 exhibit995-giffinproformar.htm EXHIBIT Exhibit 99.5 NORTHSTAR REALTY FINANCE CORP. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS The following unaudited pro forma condensed consolidated balance sheet as of June 30, 2014 is presented as if the merger occurred on June 30, 2014. The following unaudited pro forma condensed consolidated statements of operations for the six m |
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| August 19, 2014 |
NRF / NorthStar Realty Finance Corp. S-4 - - S-4 S-4 1 s-4nrf81814.htm S-4 As filed with the Securities and Exchange Commission on August 19, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NorthStar Realty Finance Corp. (Exact name of registrant as specified in charter) Maryland 6798 02-732285 (State or other jurisdiction of incor |
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| August 12, 2014 |
CALCULATION OF REGISTRATION FEE Title of Each Class of Securities Offered Amount to be Registered Maximum Offering Price Per Share (1) Maximum Aggregate Offering Price (1) Amount of Registration Fee (1) (2) Common stock, par value $0. |
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| August 11, 2014 |
Exhibit 99.1 Investor Presentation August 2014 399 Park Avenue, 18th Floor, New York, NY 10022 | 212.547.2600 | nrfc.com 1 Safe Harbor This presentation contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, or Securities Act, and Section 21E of the Securities Exchange Act of 1 |
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| August 11, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 11, 2014 NorthStar Realty Finance Corp. |
