All-Cash Transaction For $25 For each Share of Popular Inventory Valued at Close to $5.8 Billion
ATLANTA & NEW YORK, February 16, 2022–(Business enterprise WIRE)–Most well-liked Condominium Communities (NYSE: APTS) (“PAC” or the “Organization”) today announced that it has entered into a definitive arrangement with Blackstone Real Estate Income Belief, Inc. (“BREIT”), less than which BREIT will acquire all superb shares of popular inventory of PAC for $25.00 per share in an all-income transaction valued at roughly $5.8 billion.
Underneath the conditions of the agreement, BREIT will receive PAC, which includes 44 higher-high quality multifamily communities totaling close to 12,000 models concentrated mostly in Atlanta, Orlando, Tampa, Jacksonville, Charlotte and Nashville, and 54 grocery-anchored retail assets comprising close to six million square feet positioned generally in Atlanta, Orlando, Nashville and Raleigh. BREIT will also acquire the Company’s two Sunlight Belt business office houses and 10 mezzanine / preferred equity investments collateralized by beneath design and recently-created multifamily property.
Joel T. Murphy, PAC’s Chairman and Chief Executive Officer, stated, “This transaction is an superb final result for our stockholders and the culmination of the really hard operate our 1st-class staff has carried out above the previous number of yrs to simplify and refocus our portfolio.”
Howard A. McLure, PAC’s Guide Unbiased Director, extra, “Our aim from the outset has been on offering the finest possible end result for all our stockholders. I would like to thank our complete Board, our workforce of outside the house advisors and the PAC management team for their collective efforts in bringing about this end result.”
Jacob Werner, Co-Head of Americas Acquisitions for Blackstone Serious Estate, said, “We are happy to obtain Chosen Apartment Communities and its portfolio of higher-high-quality multifamily assets in critical Sunlight Belt marketplaces, which represents a considerable bulk of the Company’s price. Investing applying BREIT’s perpetual capital will empower us to be prolonged-phrase house owners of these vivid communities. The Company’s grocery anchored retail portfolio performance has also been strong and resilient, and we believe that these varieties of requirement-oriented belongings found in spots with growing populations are properly-positioned for ongoing growth.”
Werner ongoing, “The Corporation has a marvelous residence administration and functions workforce that shares our determination to remaining very best-in-course proprietors. They have deep associations and genuine estate knowledge within just the Sunlight Belt region, and we search forward to doing the job intently with them to expand the business enterprise and proceed to deliver a fantastic working experience for citizens and tenants.”
The buy selling price represents a high quality of roughly 39% above the unaffected closing stock cost on February 9, 2022, the date prior to a media article reporting that the Corporation was checking out strategic possibilities together with a sale, and a high quality of about 60% to the 90-day volume-weighted average value via that day.
Transaction Conditions, Timing and Approvals
The holders of every sequence of PAC’s favored inventory will receive the $1,000 for each share liquidation desire for just about every share furthermore accrued but unpaid dividends. Subject to and on completion of the transaction, PAC’s common inventory will no lengthier be mentioned on the New York Stock Exchange, and PAC will be owned by BREIT.
The transaction has been unanimously authorized by PAC’s Board of Directors and is anticipated to shut in the second quarter of 2022, subject matter to approval by PAC’s stockholders and other customary closing problems. The merger settlement also consists of a 30-working day “go-store” period of time that will expire on March 18, 2022. There can be no assurance that this approach will end result in a outstanding proposal, and PAC does not intend to disclose developments with regard to the go-shop approach unless of course and until eventually it decides such disclosure is acceptable or is usually expected.
Jones Lang LaSalle Restricted, BofA Securities, Lazard Frères & Co. LLC and Wells Fargo Securities LLC are serving as BREIT’s economic advisors, and Simpson Thacher & Bartlett LLP is acting as BREIT’s authorized counsel.
Goldman Sachs & Co. LLC is serving as PAC’s lead fiscal advisor. KeyBanc Capital Marketplaces, Inc., is also serving as money advisor to PAC. King & Spalding LLP and Vinson & Elkins LLP are serving as the Company’s lawful counsel.
About Most popular Condominium Communities, Inc.
Chosen Apartment Communities, Inc. (NYSE: APTS) is a authentic estate investment believe in engaged principally in the possession and procedure of Class A multifamily homes, with choose investments in grocery anchored browsing facilities. Favored Condominium Communities’ expense objective is to deliver eye-catching, secure returns for stockholders by investing in profits-generating properties and obtaining or originating multifamily true estate loans. As of September 30, 2021, the Enterprise owned or was invested in 107 homes in 13 states, predominantly in the Southeast location of the United States. Understand a lot more at www.pacapts.com.
Blackstone Authentic Estate Income Rely on
Blackstone Real Estate Revenue Trust, Inc. (BREIT) is a perpetual-life, institutional high-quality serious estate expenditure platform that provides non-public genuine estate to cash flow concentrated investors. BREIT invests mostly in stabilized, cash flow-building U.S. professional authentic estate across crucial assets varieties and to a lesser extent in actual estate personal debt investments. BREIT is externally managed by a subsidiary of Blackstone (NYSE: BX), a worldwide chief in real estate investing. Blackstone’s serious estate business enterprise was founded in 1991 and has approximately $279 billion in investor money less than administration. Additional facts is obtainable at www.breit.com.
Ahead-On the lookout Statements
This press release includes “forward-wanting statements” within the which means of Portion 27A of the Securities Act of 1933, as amended, and Segment 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historic reality, are forward-searching statements that include our and BREIT’s respective existing anticipations about potential effects. These forward-on the lookout statements are centered on certain assumptions and expectations produced by the Organization and/or BREIT, which mirror their respective management’s knowledge, estimates and notion of historical tendencies, recent circumstances and expected potential developments. These types of statements are issue to a amount of assumptions, pitfalls and uncertainties, numerous of which are outside of the handle of the Company and/or BREIT, which may induce actual benefits to vary materially from individuals implied or predicted in the forward-looking statements. These dangers and uncertainties consist of, but are not constrained to, the pursuing: (i) the parties might be not able to satisfy the situations to closing (ii) the proposed transaction may include unforeseen charges, liabilities or delays (iii) the Company’s business enterprise could experience as a end result of uncertainty encompassing the proposed transaction (iv) the threat that the proposed transaction disrupts the Company’s present options and operations or diverts management’s or employees’ attention from ongoing business functions (v) the threat of likely problems with the Company’s capacity to retain and employ the service of essential staff and maintain relationships with suppliers and other third events as a end result of the proposed transaction (vi) the attainable failure of the Corporation to maintain its qualification as a REIT (vii) stockholder litigation in relationship with the proposed transaction may have an affect on the timing or prevalence of the proposed transaction or outcome in considerable charges of defense, indemnification and liability (viii) the Firm may be adversely influenced by other financial, company or competitive elements (ix) the incidence of any party, alter or other instances could give rise to the termination of the definitive merger agreement and (x) other hazards to the consummation of the proposed transaction, which include the chance that the proposed transaction will not be consummated inside of the envisioned time interval or at all. When thinking of these ahead-wanting statements, you should really also keep in head the danger elements and other cautionary statements discovered in every single of the Company’s and BREIT’s respective filings with the SEC, which includes their respective Yearly Studies on Sort 10-K for the yr finished December 31, 2020 and subsequently submitted Quarterly Stories on Variety 10-Q and Recent Stories on Form 8-K.
All forward-wanting statements, expressed or implied, integrated in this launch are expressly qualified in their entirety by this cautionary assertion. This cautionary statement must also be thought of in connection with any subsequent prepared or oral ahead-hunting statements that we, BREIT or persons acting on our or BREIT’s behalf may perhaps concern.
Besides as otherwise expected by relevant regulation, each individual of the Corporation and BREIT disclaims any obligation to update any forward-on the lookout statements, all of which are expressly skilled by the statements in this portion, to reflect functions or situations immediately after the day of this launch. The Organization and BREIT claim the risk-free harbor protection for forward seeking statements contained in the Private Securities Litigation Reform Act of 1995.
More Facts for PAC Stockholders
This communication relates to the proposed merger transaction involving the Business. In link with the proposed merger, the Business will file suitable components with the Securities and Trade Fee (the “SEC”), together with a proxy assertion on Timetable 14A (the “Proxy Statement”). This conversation is not a substitute for the Proxy Assertion or for any other doc that the Firm may perhaps file with the SEC and mail to the Company’s stockholders in link with the proposed transaction. Investors AND Stability HOLDERS OF THE Firm ARE URGED TO Go through THE PROXY Statement AND OTHER Files Submitted WITH THE SEC Meticulously AND IN THEIR ENTIRETY WHEN THEY Grow to be Offered Due to the fact THEY WILL Comprise Crucial Facts ABOUT THE PROPOSED TRANSACTION.
Investors and safety holders may possibly receive a totally free duplicate of the proxy statement and other paperwork submitted by the Business (when accessible) at its web site, www.pacapts.com, or at the SEC’s internet site, www.sec.gov. The proxy assertion and other pertinent paperwork may well also be received for free of charge from the Organization by directing these kinds of ask for to Most well-liked Apartment Communities, Inc., to the interest of the Corporate Secretary, 3284 Northside Parkway NW, Suite 150, Atlanta, GA 30327.
Participants in the Solicitation
The Company and its directors and executive officers may possibly be regarded as participants in the solicitation of proxies with respect to the proposed transaction less than the policies of the SEC. Information about the administrators and govt officers of the Organization is established forth in its Annual Report on Type 10-K for the yr finished December 31, 2020, which was filed with the SEC on March 1, 2021, its proxy assertion for its 2021 once-a-year assembly of stockholders, which was filed with the SEC on April 15, 2021 and subsequent documents filed with the SEC. More information about the individuals in the proxy solicitation and a description of their immediate and oblique passions, by stability holdings or or else, will also be bundled in the Proxy Statement and other pertinent resources to be submitted with the SEC when they turn into available. Traders need to browse the Proxy Assertion carefully when it gets to be obtainable prior to earning any voting or expense decisions.
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Favored Condominium Communities, Inc.
Paul Cullen, Government Vice President-Trader Relations
Blackstone Media Call