Grubb & Ellis Company Announces Pricing of $30.0 Million of Unsecured Convertible Senior Notes

SANTA ANA, Calif., May 4 /PRNewswire-FirstCall/ -- Grubb & Ellis Company (NYSE: GBE), a leading real estate services and investment firm, today announced that it has entered into an agreement to sell $30.0 million aggregate principal of unsecured convertible senior notes due in 2015.  The notes will have an interest rate of 7.95% per annum and are being offered at a price equal to 100% of their face value.  The company also granted the initial purchaser a 45-day option to purchase up to an additional $4.5 million aggregate principal amount of notes to cover over-allotments, if any.  

The company estimates that the net proceeds from the offering will be approximately $28.0 million after deducting offering expenses.  The company intends to use the net proceeds from the offering to fund growth initiatives, short-term working capital and general corporate purposes.  

The notes are being sold in a private placement to qualified institutional buyers pursuant to Rule 144A of the Securities Act of 1933.  The sale of the notes is expected to close on or about May 7, 2010, subject to customary closing conditions.  

The notes will be convertible into common stock at an initial conversion rate of 445.583 shares per $1,000 principal amount of notes, which is equivalent to an initial conversion price of approximately $2.24 per share and is a 17.5 percent premium above the closing price of the company's common stock on May 3, 2010.  The conversion rate is subject to adjustment in certain circumstances.

The notes and the underlying common stock issuable upon conversion have not been registered under the Securities Act or applicable state securities laws.  This press release shall not constitute an offer to sell or the solicitation of an offer to buy the notes (including the shares of common stock into which the notes are convertible), nor shall there be any sale of the notes (including the shares of common stock into which the notes are convertible) in any state or jurisdiction in which such offer, solicitation or sale would be unlawful.  

Forward-Looking Statements

Certain statements included in this press release may constitute forward-looking statements regarding, among other things, the expected closing of the sale of the notes and the expected use of proceeds.  These statements involve known and unknown risks, uncertainties and other factors that may cause the company's actual results and events in future periods to be materially different from those anticipated, including risks and uncertainties related to the financial markets.  Such factors which could adversely affect the company's ability to obtain these results include, among other things: (i) a continued or further slowdown in the volume and the decline in transaction values of sales and leasing transactions; (ii) the general economic downturn and recessionary pressures on businesses in general; (iii) a prolonged and pronounced recession in real estate markets and values; (iv) the unavailability of credit to finance real estate transactions in general and the company's tenant-in-common programs, in particular; (v) the ability of the company to return to compliance with the NYSE's continued listing standards; (vi) the success of current and new investment programs; (vii) the success of new initiatives and investments; (viii) the inability to attain expected levels of revenue, performance, brand equity and expense synergies resulting from the merger of Grubb & Ellis Company and NNN Realty Advisors in general, and in the current macroeconomic and credit environment, in particular; and (ix) other factors described in the company's annual report on Form 10-K/A for the fiscal year ending December 31, 2009 and in other current reports on Form 8-K filed with the Securities and Exchange Commission.  The company does not undertake any obligation to update forward-looking statements.

SOURCE Grubb & Ellis Company

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