PORT WASHINGTON, NY—Cedar Realty Trust (CDR) said Monday that its board had rejected an unsolicited bid from Wheeler Real Estate Investment Trust (WHLR) to explore a possible merger. The Port Washington, NY-based shopping center REIT characterized the offer from its smaller competitor as “unrealistic.”
In a letter to WHLR chairman Jon S. Wheeler, the CDR board cited Virginia Beach, VA-based WHLR's financial performance, dividend sustainability, portfolio quality and size mismatch as factors in determining that the WHLR bid was not in the best interests of Cedar's shareholders. “Cedar is a $1.35-billion company, with a current equity market capitalization of approximately $550 million,” CDR's directors wrote. “Wheeler is a $375-million company with a current equity market capitalization of approximately $95 million.” Although “relative size differences may not matter” in some cases, in this instance they would be “adversely consequential,” according to the CDR letter.
In response, WHLR says its letter to the CDR board was “simply a request for a meeting to discuss methods to enhance shareholder value, including possible acquisition opportunities.” The correspondence did not include an offer, WHLR says. “As part of its normal operations, both Wheeler management and its board of directors will continue to review opportunities and strategies designed to increase shareholder value.”
CDR's directors noted that the WHLR bid had the backing of activist investor Snow Park Capital Partners. Citing sources said to be familiar with the matter, Reuters reported this past September that Snow Park had recently increased its stake in CDR and was urging the REIT to explore strategic options, including a possible sale.
A month later, Snow Park's Jeffrey Pierce made his concerns public with a letter to CDR's board. “It is clear that now is the time for the board to finally put an end to long-lasting shareholder suffering and explore all alternatives to enable shareholders to salvage the value of the company's real estate, which is worth significantly more than the current trading price of $5.56 per share,” managing partner Pierce wrote to the board in an Oct. 25 letter. Snow Park had taken a 3.5% share of CDR's stock as of the letter.
In response to Pierce's letter, CDR said in a statement last month that as an active buyer and seller in the shopping center market, “we have a clear view of the value of our shopping centers, on a one-off and portfolio basis, and therefore have an informed view of today's retail real estate market. The board and management team are committed to creating long-term value for shareholders and will continue to take action to achieve that objective.”
PORT WASHINGTON, NY—Cedar Realty Trust (CDR) said Monday that its board had rejected an unsolicited bid from Wheeler Real Estate Investment Trust (WHLR) to explore a possible merger. The Port Washington, NY-based shopping center REIT characterized the offer from its smaller competitor as “unrealistic.”
In a letter to WHLR chairman Jon S. Wheeler, the CDR board cited
In response, WHLR says its letter to the CDR board was “simply a request for a meeting to discuss methods to enhance shareholder value, including possible acquisition opportunities.” The correspondence did not include an offer, WHLR says. “As part of its normal operations, both Wheeler management and its board of directors will continue to review opportunities and strategies designed to increase shareholder value.”
CDR's directors noted that the WHLR bid had the backing of activist investor Snow Park Capital Partners. Citing sources said to be familiar with the matter, Reuters reported this past September that Snow Park had recently increased its stake in CDR and was urging the REIT to explore strategic options, including a possible sale.
A month later, Snow Park's Jeffrey Pierce made his concerns public with a letter to CDR's board. “It is clear that now is the time for the board to finally put an end to long-lasting shareholder suffering and explore all alternatives to enable shareholders to salvage the value of the company's real estate, which is worth significantly more than the current trading price of $5.56 per share,” managing partner Pierce wrote to the board in an Oct. 25 letter. Snow Park had taken a 3.5% share of CDR's stock as of the letter.
In response to Pierce's letter, CDR said in a statement last month that as an active buyer and seller in the shopping center market, “we have a clear view of the value of our shopping centers, on a one-off and portfolio basis, and therefore have an informed view of today's retail real estate market. The board and management team are committed to creating long-term value for shareholders and will continue to take action to achieve that objective.”
Want to continue reading?
Become a Free ALM Digital Reader.
Once you are an ALM Digital Member, you’ll receive:
- Breaking commercial real estate news and analysis, on-site and via our newsletters and custom alerts
- Educational webcasts, white papers, and ebooks from industry thought leaders
- Critical coverage of the property casualty insurance and financial advisory markets on our other ALM sites, PropertyCasualty360 and ThinkAdvisor
Already have an account? Sign In Now
*May exclude premium content© 2024 ALM Global, LLC, All Rights Reserved. Request academic re-use from www.copyright.com. All other uses, submit a request to [email protected]. For more information visit Asset & Logo Licensing.