Exploration of Strategic Alternatives Results in Cash Sale at
Nearly 40% Premium
Company Website:
http://www.amreit.com
HOUSTON -- (Business Wire)
AmREIT, Inc. (NYSE:AMRE) today announced that it has entered into a
definitive agreement with Edens Investment Trust (“EDENS”) under which
EDENS will acquire all outstanding shares of common stock of AmREIT for
$26.55 per share in an all-cash transaction with a total enterprise
value of approximately $763 million.
The transaction, which has been unanimously approved by AmREIT's Board
of Directors, represents a premium of nearly 40% over AmREIT’s closing
stock price on July 9, 2014, the last trading day prior to disclosure of
an unsolicited proposal from Regency Centers Corporation, and a premium
of 21% over that $22 per share proposal.
“This is an outstanding outcome for our stockholders, who will receive
in cash a premium value for their shares reflecting the irreplaceable
characteristics of our portfolio of properties,” said Kerr Taylor,
Chairman and Chief Executive Officer. “I am pleased with the leadership
of our Board in authorizing and overseeing a very robust exploration of
strategic alternatives consistent with our July announcement.”
“Our Board conducted a thorough strategic review and a comprehensive
sale process, assisted by highly experienced financial and legal
advisors. We are very pleased that this robust process produced a
substantial premium for AmREIT stockholders through this sale to EDENS,”
said H. L. Rush Jr., Lead Independent Director.
EDENS is a leading national retail real estate owner and developer with
a 48-year track record of enriching communities in which it does
business. EDENS owns a $4.2 billion portfolio of market-leading urban
retail centers.
“We’re excited to transition the stewardship of our market-leading
portfolio to EDENS, a highly successful firm we have long admired. EDENS
shares our vision, values, and commitment to investing in the
Irreplaceable Corners that have become the cornerstone of our business,”
said Taylor.
Terry Brown, Chairman and Chief Executive Officer of EDENS, stated,
“This opportunity is an important step in our strategic plan to
complement, enhance and expand our platform and existing portfolio of
leading urban retail centers.”
Completion of the transaction, which is currently expected to occur in
the first quarter of 2015, is contingent upon customary closing
conditions and the approval of AmREIT’s stockholders, who will vote on
the transaction at a special meeting on a date to be announced. The
transaction is not contingent on receipt of financing by EDENS.
Jefferies LLC acted as financial advisor to AmREIT and Morrison &
Foerster LLP and Venable LLP acted as AmREIT's legal advisors. Goldman,
Sachs & Co. acted as financial advisor to EDENS and King & Spalding LLP
acted as legal advisor to EDENS.
Third Quarter 2014 Financial Results
AmREIT will release financial results for its third quarter 2014 on
November 4 at 8:00 a.m. ET. In light of today’s announcement, the
company will not hold a conference call for analysts and investors to
discuss financial results.
About AmREIT, Inc.
AmREIT, The Irreplaceable Corner™ Company, is an equity real estate
investment trust that specializes in the acquisition, operation,
redevelopment, and vertical densification of retail and mixed-use
properties located in highly affluent, urban submarkets. The company’s
existing properties are strategically concentrated in five of the top
metropolitan markets in the southern U.S.: Houston, Dallas, San Antonio,
Austin and Atlanta. The company is internally-advised and fully
integrated with significant local market experience and relationships.
AmREIT's portfolio was 95.2% leased as of June 30, 2014, and its top
five tenants include Kroger, Landry's, CVS/Pharmacy, H-E-B, and Safeway.
AmREIT also has preferential access to a substantial acquisition
pipeline through its value-add joint ventures, which often include major
institutional investors who partner with the company as local experts.
For more information, please visit www.amreit.com.
About EDENS
EDENS develops, owns and operates community-building centers in primary
markets throughout the East Coast. Focusing on innovative development
and redevelopment together with key acquisitions in urban areas, the
Company has built an institutional-quality portfolio of 100 retail
centers. EDENS has Regional Headquarters in Boston, New York,
Washington, D.C., Atlanta, Miami and Columbia, SC. For additional
information about the Company and its retail real estate portfolio,
please visit www.EDENS.com.
Forward Looking Statements
This press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of
the Securities Exchange Act of 1934. Such forward-looking statements
involve known and unknown risks, uncertainties and other factors that
may cause the actual results, performance, dividends, achievements or
transactions of the company and its affiliates or industry results to be
materially different from any future results, performance, achievements
or transactions expressed or implied by such forward-looking statements.
These forward-looking statements can be identified by terminology such
as “will”, “should”, “expects”, “anticipates”, “future”, “intends”,
“plans”, “projects”, “predicts”, “believes”, “estimates”, “forecasts”,
“may” and similar statements. Such factors include, among others,
factors that could affect, prevent or delay the closing of the
transactions described in this release and factors regarding AmREIT’s
financial condition and results of operations. All forward-looking
statements speak only as of the date of this press release or, in the
case of any document incorporated by reference, the date of that
document. All subsequent written and oral forward-looking statements
attributable to us or any person acting on our behalf are qualified by
the cautionary statements in this section. We undertake no obligation to
update or publicly release any revisions to forward-looking statements
to reflect events, circumstances or changes in expectations after the
date of this press release.
Additional Information and Where to Find It
This communication is being made in respect of the proposed merger
transaction involving AmREIT and EDENS. In connection with the
transaction, AmREIT will file a proxy statement with the SEC.
Stockholders are urged to read the proxy statement carefully and in its
entirety when it becomes available because it will contain important
information about the proposed transaction. The final proxy statement
will be mailed to AmREIT stockholders. In addition, the proxy statement
and other documents will be available free of charge at the SEC’s
Internet Web site, www.sec.gov.
When available, the proxy statement and other pertinent documents also
may be obtained for free at AmREIT’s Web site, www.amreit.com,
or by contacting Chad C. Braun, Chief Operating Officer and Chief
Financial Officer of AmREIT, telephone (713) 850-1400.
AmREIT and its directors and officers and other members of management
and employees may be deemed to be participants in the solicitation of
proxies in respect to the proposed transactions. Information regarding
AmREIT’s directors and executive officers is detailed in its proxy
statements and annual reports on Form 10-K and quarterly reports on Form
10-Q, previously filed with the SEC, and the proxy statement relating to
the proposed transactions, when it becomes available.
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Contacts:
For AmREIT:
INVESTORS:
AmREIT
Chad C. Braun,
713-850-1400
cbraun@amreit.com
or
MEDIA:
Sard
Verbinnen & Co
George Sard/Matt Benson/Nathaniel Garnick,
212-687-8080
or
For EDENS:
London Misher Public
Relations
Shari Misher Stenzler, 212-759-2800
shari@londonmisherpr.com
Source: AmREIT, Inc.
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