CHICAGO-Equity Residential, based here, said in a statement that it has entered a contract to acquire a minority share in Denver-based Archstone for $1.3 billion. Both firms own, develop and manage apartment properties.
Equity is trying to buy 26.5% ownership interest in Archstone, about one half of the collective interests currently owned by affiliates of Bank of America and Barclays Bank PLC. For the deal to close, another significant Archstone owner has to decline its right of first offer to purchase the shares at the same price, allowing the transaction to close in the first quarter.
If the deal closes, Equity will hold a minority interest and will have approval rights over certain major decisions including annual budgets and certain financings, refinancing, acquisitions and dispositions. David Neithercut, president and CEO at Equity, said in the statement that the two companies have portfolios that are highly complementary, being in roughly the same markets and of similar quality. “Since we believe that none of the current owners of Archstone is likely to be a long term owner, acquiring this position allows us a role in determining and even perhaps expediting the ultimate outcome regarding Archstone,” he said.
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Equity said it will fund the purchase through cash on hand, borrowing from its $1.2 billion revolving credit facility, proceeds from non-core apartment sales, bank term debt, secured and unsecured debt, and equity offerings. The company has obtained a commitment from Morgan Stanley Senior Funding Inc. to provide a $1 billion bridge loan facility. Equity expects to record $5.8 million of transaction and financing expenses in the first quarter from this transaction.
Equity, with Sam Zell as chairman, owns or has investments in 417 properties in 15 states and Washington, DC. As of Sept. 30, Archstone’s portfolio included 48,922 apartment units, including 14,000 units in Germany.
Morgan Stanley & Co. LLC served as Equitiy’s financing advisor and Hogan Lovells as its legal advisor on this transaction. Kaye Scholer served as legal advisor to Bank of America and Simpson Thacher & Bartless served as legal advisor to Barclays Bank PLC.
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