Mr. Joseph Lubeck of ALEA reports
AMERICAN LANDMARK/ELECTRA AMERICA SUBMITS ARRANGEMENT AGREEMENT TO PURE MULTI-FAMILY REIT
With Pure Multi-Family REIT LP still having failed to substantively respond to a proposal by American Landmark/Electra America (ALEA), the owner and operator of multifamily properties in the United States, to acquire 100 per cent of the outstanding Class A units of Pure for an all-cash price per unit of $7.61 (U.S.) (equivalent to $10.03 (Canadian) based on the June 25, 2019, exchange rate), ALEA has today delivered to Robert W. King, Pure's chairman of the board of directors a form of arrangement agreement accompanied by the following letter:
"As we indicated in our June 27th letter, ALEA is prepared to enter into negotiations with Pure and its advisors on a non-exclusive basis, with limited due diligence and on substantially the same terms as contemplated by the Arrangement Agreement negotiated between our respective representatives last year.
"To that end, we are enclosing a form of Arrangement Agreement that we are prepared to execute and that is on substantially the same terms as the Arrangement Agreement negotiated between our respective representatives last year. For your convenience, we are also providing a blackline copy, indicating the proposed changes from the last draft received from Pure's counsel, which for the most part represent our proposed resolution of a small number of issues that were still in discussion at that time. They also reflect the fact that we are now proposing to deposit US$40 million in escrow to secure our 'reverse break fee' obligation rather than having that obligation guaranteed by ALEA's equity partners. Our deposit is non-refundable.
"To complete this Agreement, we need only receive from Pure its proposed disclosure schedule and the limited due diligence items that we previously requested. We note that our obligations under the Agreement are not subject to any due diligence or financing conditions.
"We and our representatives are available to meet with you and Pure's representatives at your earliest convenience."
ALEA is a well-established buyer of real estate with a strong track record in the U.S. sunbelt multifamily market. ALEA, together with its affiliates, has acquired, operated and sold over 150 multifamily communities, representing over 100,000 apartment units valued at over $9-billion (U.S.). It currently owns and manages approximately 28,000 units valued at over $4-billion (U.S.). The principals of ALEA have worked in both the private and public sectors of multifamily real estate. ALEA has been extremely active in mergers and acquisitions, having completed, among others, the acquisition of Apartment Trust of America, a U.S. apartment REIT, and the sale of approximately $2-billion (U.S.) of apartment assets to Starwood Capital Group and Milestone Apartments Real Estate Investment Trust.
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