CINCINNATI—Phillips Edison Grocery Center REIT I Inc. (PECO I) said Thursday it had completed the acquisition of certain real estate assets and the third-party asset management business of its former sponsor and external advisor, Phillips Edison Limited Partnership. The combined company, now doing business as Phillips Edison & Co., is a non-traded REIT with a total enterprise value of approximately $4 billion. Reportedly it's the largest real estate trust focused exclusively on the grocery sector.
“We continue to believe in the strength of grocery-anchored shopping centers, which take full advantage of heavy and regular traffic generated by the grocer,” says Jeff Edison, the company's chairman and CEO. “These assets have proven to be recession-and e-commerce resistant, as on average each customer visits the grocery store 1.5 times per week.
“Our focus remains on acquiring and managing properties anchored by leading grocery and service-based retailers who continue to adapt as consumer preferences evolve,” adds Phillips, who says that the merger renders the company “better positioned to take advantage of future value creation opportunities, including a potential future liquidity event.”
The cash-and-stock deal for PELP, originally announced just before ICSC ReCon this past May, is valued at approximately $1 billion. It was approved at the annual meeting of PECO I's shareholders on Sept. 20, and also by 93% of PELP's partners.
The combined enterprise owns a diversified portfolio of 235 shopping centers comprising approximately 26.2 million square feet located in 32 states. It also has a third-party asset management business that manages over $2 billion of grocery-anchored shopping centers. Post-merger, it will benefit from greater geographic, grocery anchor and tenant diversification, according to the company.
In connection with the acquisition, Lazard acted as the exclusive financial advisor and Sidley Austin LLP acted as legal advisor to the special committee of the board of directors of PECO I. Goldman Sachs, JP Morgan Securities LLC and KeyBanc Capital Markets Inc. acted as financial advisors and Latham Watkins LLP acted as legal advisor to PELP. PECO I has also engaged Duff & Phelps to perform an independent valuation of the combined company.
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