American Realty Capital Properties has closed its previously announced transaction to acquire American Realty Capital Trust IV (ARCT IV), following the approval of the transaction by ARCT IV stockholders.
Some 99 per cent of the ARCT IV shares voted were voted in favour the merger, representing 67 per cent of all ARCT IV shares eligible to vote.
Under the terms of the merger agreement, as amended, ARCP issued the following consideration to ARCT IV stockholders for each ARCT IV share: (1) USD9.00 in cash; (2) 0.5190 of a share of ARCP common stock (valued at USD6.68 using the ARCP closing price of USD12.87 on 2 January, the trading day prior to the closing of the merger and representing 21.9 per cent of the total nominal consideration); and (3) 0.5937 shares of ARCP's 6.70 per cent Series F Cumulative Redeemable Preferred Stock for a fixed nominal consideration of USD30.52.
ARCP issued 36.9 million shares of common stock and 42.2 million shares of Series F Preferred Stock to former ARCT IV stockholders at the closing of the merger.
ARCP expects the Series F Preferred Stock to commence trading on the Nasdaq Global Select Market on 6 January 2014, the first full trading day following the closing of the merger. ARCP expects newly issued common shares to be available in former ARCT IV stockholders' accounts on 6 January.
Nicholas S Schorsch (pictured), chairman and chief executive of ARCP, says: "Closing this acquisition is part of our announced strategy to continue building the leading publicly-traded net lease REIT, substantially augmenting the size of our company without sacrificing credit quality, lease duration or asset strength. Our transition to self-management should further enable us to build shareholder value combining a broad-based, high quality, diversified portfolio of net lease real estate assets with the finest intellectual capital in the industry."