First Foundation Inc. announced a private placement that it will issue in the aggregate, to the investors 11,308,676 shares of common stock, par value $0.001 per share, of the Company at a price per share of $4.10; 29,811 shares of a new series of preferred stock, par value $0.001 per share, of the Company designated as Series A Noncumulative Convertible Preferred Stock and 14,490 shares of a new series of preferred stock, par value $0.001 per share, of the Company designated as Series B Noncumulative Convertible Preferred Stock for the aggregate gross proceeds of $228,000,000 on July 2, 2024. In addition, investors will receive seven-year warrants to purchase a new series of preferred stock, par value $0.001 per share, of the Company designated as Series C Non-Voting Common Equivalent Stock, with an exercise price of $5.125 per share, a 25% premium to the price paid on common stock. The transaction will include participation from affiliates of Fortress Investment Group LLC for 115,000,000; Canyon Partners, LLC for 46,000,000; Strategic Value Bank Partners LLC for 22,000,000; North Reef Capital LLC for 22,000,000 and remaining coming from other investors.

The transaction is expected to close on or around July 8, 2024, subject to the satisfaction of certain closing conditions, including the filing of a supplemental listing application required to authorize for listing on the New York Stock Exchange the shares of common stock to be issued at closing under each investment agreement.