Safehold Closes $225 Million Private Placement of Structured Senior Unsecured Notes Due 2056

Rhea-AI Summary

Safehold (NYSE: SAFE) closed a $225 million private placement of structured senior unsecured notes due August 1, 2056. The notes were priced off the 30-year Treasury at 4.99% plus 162.5 bps for a 6.615% stated coupon.

The notes feature a stairstep cash interest rate starting at 4.00% and rising to 6.615%, with the difference paid in kind. Safehold realized about $30 million from terminated hedges and projects an effective semi-annual yield to maturity of roughly 5.83%.

Positive

• $225 million 30-year senior unsecured notes expand long-term funding
• Stairstep structure starts cash interest at 4.00%, preserving near-term cash flow
• Approximately $30 million hedge settlement gain realized in cash
• Effective semi-annual yield to maturity estimated at about 5.83%
• Proceeds may repay unsecured revolver and fund new ground lease investments

Negative

• New $225 million senior unsecured debt increases leverage and long-term obligations
• Payment-in-kind feature increases principal balance over time until 2056 maturity

Market Context

This announcement details a $225 million private placement of 30-year senior unsecured notes with a ...

Analysis

This announcement details a $225 million private placement of 30-year senior unsecured notes with a structured cash coupon and an effective yield of about 5.83% after a roughly $30 million hedge gain. It extends SAFE’s maturity profile and provides capital for general corporate uses, including ground lease investments and revolver repayment. Investors may monitor how this debt layer affects future earnings, leverage metrics, and subsequent uses of the existing shelf registration.

Key Figures

Private placement size: $225 million All-in coupon: 6.615% Starting cash interest rate: 4.00% +5 more

8 metrics

Private placement size $225 million Aggregate principal amount of senior unsecured notes

All-in coupon 6.615% Fixed rate on notes due August 1, 2056

Starting cash interest rate 4.00% Initial cash coupon before step-ups

Hedge settlement gain $30 million Approximate cash gain from terminated hedges

Effective yield to maturity 5.83% Expected effective semi-annual yield on notes

30-year Treasury rate 4.99% Base rate used for pricing on May 28, 2026

Credit spread 162.5 basis points Spread over 30-year Treasury for notes pricing

Maturity date August 1, 2056 Final maturity of senior unsecured notes

Historical Context

5 past events · Latest: Jun 11 (Positive)

Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
Jun 11	Joint venture formed	Positive	-1.7%	Brookfield JV for ground lease portfolio at about $348M valuation.
May 19	New ground leases	Positive	+2.0%	Closed two California affordable housing ground leases totaling 211 units.
May 08	Peer earnings impact	Negative	+0.5%	Star Holdings Q1 net loss including mark-to-market adjustment on SAFE shares.
Apr 30	Q1 2026 earnings	Positive	-7.2%	Reported $110.9M revenue, $28.9M net income, EPS $0.40 with new originations.
Apr 22	Earnings date set	Neutral	+1.8%	Announced Q1 2026 earnings release timing and webcast details.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent positive fundamentals (JV, Q1 results, new leases) have often coincided with flat or negative next-day moves, suggesting a pattern of muted or contrarian reactions to supportive news.

Recent Company History

Over the last few months, SAFE has reported several notable developments. On Apr 30, Q1 2026 results showed $110.9M revenue and $28.9M net income, yet shares fell 7.24%. A subsequent updated unrealized capital appreciation estimate of $9.5B and later JV with Brookfield at a $348M valuation also saw soft reactions. By contrast, news on new affordable housing ground leases in May aligned with a modest 2.04% gain. Today’s long-dated private placement fits an ongoing balance-sheet and growth-capital story.

Key Terms

private placement, senior unsecured notes, basis points, yield to maturity, +3 more

7 terms

private placement financial

"has signed a definitive note purchase agreement providing for a private placement of $225 million"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

senior unsecured notes financial

"aggregate principal amount of senior unsecured notes due August 1, 2056 (the "Notes")"

Senior unsecured notes are a type of loan a company borrows from investors, promising to pay back with interest. They are called "unsecured" because they aren’t backed by specific assets like buildings or equipment, but "senior" because they are paid back before other debts if the company gets into trouble. Investors see them as a relatively safer way for companies to raise money.

basis points financial

"30-year Treasury rate of 4.99% plus a spread of 162.5 basis points for an all-in coupon"

Basis points are a way to measure small changes in interest rates or percentages, where one basis point equals 0.01%. For example, if a loan's interest rate increases by 50 basis points, it's gone up by 0.50%. They help people understand tiny differences in rates that can add up over time, making financial comparisons clearer.

yield to maturity financial

"expects to recognize an effective semi-annual yield to maturity on the Notes of approximately 5.83%"

Yield to maturity is the total return an investor can expect to earn if they buy a bond today and hold it until it pays back all its money. It’s like calculating how much you’ll make from a savings account if you keep it for the full term, helping investors compare different investments to see which one offers the best potential earnings.

in-the-money hedges financial

"capital is well suited to match our assets at an attractive cash and net effective cost with our in-the-money hedges"

In-the-money hedges are protective contracts (usually options) that already have intrinsic value because the strike price is favorable compared with the current market price; they would net a gain if exercised immediately. For investors, they act like insurance that’s already worth something, providing stronger and more immediate downside protection than out-of-the-money alternatives, but they cost more up front and can limit potential upside the same way a prepaid safety plan reduces future gains.

ground leases technical

"making additional investments in ground leases, providing for working capital"

A ground lease is a long-term agreement where one party rents land from the owner and usually builds or operates structures on it while the landowner keeps ownership of the soil. For investors, ground leases matter because they separate ownership of land from the income-producing building: they can create steady rent payments and lower upfront cost for tenants, but also limit resale value, borrowing options, and long-term control of the property.

real estate investment trust (REIT) financial

"The Company, which is taxed as a real estate investment trust (REIT), seeks to deliver"

A real estate investment trust (REIT) is a company that owns, operates, or finances income-generating real estate like shopping malls, apartments, or office buildings. Investors buy shares of the REIT, making it easy for people to invest in real estate without buying property themselves, and it often pays regular dividends from the rent it collects.

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NEW YORK, June 15, 2026 /PRNewswire/ -- Safehold Inc. (NYSE: SAFE) today announced that its operating company, Safehold GL Holdings LLC ("Safehold" or the "operating company"), has signed a definitive note purchase agreement providing for a private placement of $225 million aggregate principal amount of senior unsecured notes due August 1, 2056 (the "Notes").

Pricing on May 28, 2026 was based on the 30-year Treasury rate of 4.99% plus a spread of 162.5 basis points for an all-in coupon of 6.615%. The structure of the Notes features a stairstep coupon with a starting cash interest rate of 4.00% that increases to 4.50% in year 5, 5.00% in year 9, 5.50% in year 13, 6.00% in year 17 and 6.615% in year 21. The difference between the 6.615% stated rate and cash interest rate will accrue in each semi-annual payment period and be paid in kind by adding such accrued interest to the outstanding principal balance, to be repaid at maturity in August 2056, each subject to maintaining certain credit ratings.

The Company has recently terminated hedges and realized a cash settlement gain of approximately $30 million. Giving effect to this gain, the Company expects to recognize an effective semi-annual yield to maturity on the Notes of approximately 5.83%.

"We're pleased to execute another structured 30-year unsecured debt offering. This capital is well suited to match our assets at an attractive cash and net effective cost with our in-the-money hedges, while also lengthening Safehold's maturity profile. We are pleased to have both U.K. and U.S. investors participate in this offering," said Brett Asnas, Safehold's Chief Financial Officer.

The operating company intends to use the net proceeds from the offering for general corporate purposes, which may include repaying borrowings under its unsecured revolver, making additional investments in ground leases, providing for working capital and funding obligations under existing commitments.

The Notes have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Act") or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Act and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of any offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Morgan Stanley & Co. LLC served as Lead Placement Agent on the offering. RBC Capital Markets served as a co-placement agent.  

About Safehold: 

Safehold Inc. (NYSE: SAFE) is revolutionizing real estate ownership by providing a new and better way for owners to unlock the value of the land beneath their buildings. Having created the modern ground lease industry in 2017, Safehold continues to help owners of high quality multifamily, affordable housing, office, industrial, hospitality, student housing, life science and mixed-use properties generate higher returns with less risk. The Company, which is taxed as a real estate investment trust (REIT), seeks to deliver safe, growing income and long-term capital appreciation to its shareholders. Additional information on Safehold is available on its website at www.safeholdinc.com. 

Company Contact: 

Pearse Hoffmann  
SVP, Head of Corporate Finance 
T: 212.930.9400 
E: investors@safeholdinc.com 

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SOURCE Safehold

FAQ

What did Safehold (NYSE: SAFE) announce on June 15, 2026 about its new notes?

Safehold announced a $225 million private placement of structured senior unsecured notes due August 1, 2056. According to Safehold, the notes were priced off the 30-year Treasury and carry a 6.615% stated coupon with a stairstep cash interest structure.

What is the interest rate and structure of Safehold’s $225 million notes due 2056 (SAFE)?

The notes have a 6.615% stated coupon with a stairstep cash rate starting at 4.00%. According to Safehold, cash interest rises over time, while the difference to 6.615% accrues and is paid in kind, added to principal until maturity.

How will Safehold use the proceeds from the $225 million private placement (SAFE)?

Safehold plans to use net proceeds for general corporate purposes. According to Safehold, this may include repaying borrowings under its unsecured revolver, funding additional ground lease investments, supporting working capital, and meeting obligations under existing commitments.

What effective yield does Safehold expect on the new 2056 notes (NYSE: SAFE)?

Safehold expects an effective semi-annual yield to maturity of about 5.83% on the notes. According to Safehold, this reflects pricing terms and an approximate $30 million cash gain from recently terminated hedges related to the financing.

How does the payment-in-kind feature work on Safehold’s 2056 senior unsecured notes?

The notes pay a lower cash rate with remaining interest accrued and capitalized onto principal. According to Safehold, the difference between the 6.615% stated rate and cash coupon is paid in kind each period and repaid at maturity in 2056.

Who arranged Safehold’s $225 million structured senior unsecured notes offering?

Morgan Stanley & Co. LLC acted as lead placement agent for the offering. According to Safehold, RBC Capital Markets served as co-placement agent, and both U.K. and U.S. investors participated in the private placement of the 30-year notes.