Jan. 23, 2014, 7:26 AM
- About 54% of Cole Real Estate (COLE) investors chose to receive ARCP stock in exchange for their stakes. About 2% chose cash. Approximately 44% did not make an election and - under the terms of the merger agreement - will receive stock, bringing the total to 98%.
- Press release
- Previous coverage of the merger
Oct. 23, 2013, 11:45 AM
- "This is taking the number two and number three net-lease REITs and creating kind of a game-over, category-killer in the sector," says Cole Real Estate (COLE +8.7%) CEO Marc Nemer of the deal to sell itself to American Realty Capital Properties (ARCP -1.5%) for $11.2B in cash and stock. The combined company will push into first place in size in the popular triple-net-lease sector, surpassing Realty Income (O +0.7%).
- ARCP's acquisition-happy chief Nicholas Schorsch in the past has typically raised private money for non-traded REITs and then sold the portfolios to ARCP in order to cash out his investors, but this is a massive public deal. "How many REITs have the ability to raise both public and private capital," he says. "The ability for us to acquire non-traded REITs, either whole or in part, is only increased" by this Cole deal.
- S&P 500 inclusion next? The investor presentation (slide 8) notes the combined company's market cap will be larger than index constituents Kimco Realty and Macerich.
- Under the impression the CEOs of the two companies hated each other, SNL Financial's Jake Mooney wants the backstory. Earlier this year: Still a non-traded REIT, Cole rebuffs ARCP's buyout attempt for $9.7B.
- Earlier today: The deal announcement.
- Other triple-net players: National Retail (NNN +1.2%), W.P. Carey (WPC +1%), Spirit Realty (SRC +3.2%), EPR Properties (EPR +0.8%).
Oct. 23, 2013, 7:20 AM
- American Realty Capital Properties (ARCP) agrees to buy Cole Real Estate investments (COLE) in a deal valued at $11.2B. The board's of each company have approved the deal and ARCP has already secured $2.75B in financing. Combined, the companies will have an enterprise value of $21.5B.
- Cole, of course, recently came public after fending off a takeover bid from ARCP when it was a non-traded REIT.
- Cole owners will have the option of receiving 1.0929 shares of ARCP stock for each share they own, or $13.82 per share in cash. The stock offer is valued at $14.59 per share based on last night's ARCP close of $13.35. Cole last night closed at $12.82, so the offer is a 13.8% premium. The transaction is expected to close in 2014 Q1.
- ARCP 2014 FFO per share guidance is hiked to $1.13-$1.19 in lieu of the merger. Also among post-merger benefits: The annual dividend will be $1.00 (vs. $0.96 now), $70M of expense synergies, increased institutional coverage and possible inclusion in the S&P 500.
- COLE +2% to $13.08 premarket.
- Press release.
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