HOUSTON — Edens Investment Trust has agreed to acquire AmREIT Inc., a Houston-based real estate development firm for $763 million.
AmREIT controls a number of significant retail centers and mixed-use projects including the Uptown Park, a Houston center that is undergoing a major redevelopment and high-rise densification.
Edens will pay $26.55 per share in an all-cash transaction for AmREIT’s shares, which are traded on the New York Stock Exchange.
In July, another firm Jacksonville, Fla.-based Regency Centers Corp. had offered to pay $22 per share for AmREIT. The Eden transaction represents a premium of 21 percent over Regency’s proposal.
“This is an outstanding outcome for our stockholders, who will receive in cash a premium value for their shares reflecting the irreplaceable characteristics of our portfolio of properties,” said Kerr Taylor, Chairman and CEO of AmREIT. “I am pleased with the leadership of our Board in authorizing and overseeing a very robust exploration of strategic alternatives consistent with our July announcement.”
AmREIT’s existing properties are concentrated in five of the top metropolitan markets in the southern U.S.: Houston, Dallas, San Antonio, Austin and Atlanta.
Edens develops, owns and operates 100 centers in primary markets throughout the East Coast. Edens has regional headquarters in Boston, New York, Washington, D.C., Atlanta, Miami and Columbia, SC.
“Our board conducted a thorough strategic review and a comprehensive sale process, assisted by highly experienced financial and legal advisors. We are very pleased that this robust process produced a substantial premium for AmREIT stockholders through this sale to Edens,” said H. L. Rush Jr., Lead Independent Director.
Edens is a retail real estate owner and developer with a 48-year track record of enriching communities in which it does business. Edens owns a $4.2 billion portfolio of market-leading urban retail centers.
“We’re excited to transition the stewardship of our market-leading portfolio to Edens, a highly successful firm we have long admired. Edens shares our vision, values, and commitment to investing in the Irreplaceable Corners that have become the cornerstone of our business,” said Taylor, in a news release issued late Friday night.
Terry Brown, Chairman and Chief Executive Officer of Edens, stated, “This opportunity is an important step in our strategic plan to complement, enhance and expand our platform and existing portfolio of leading urban retail centers.”
Completion of the transaction, which is currently expected to occur in the first quarter of 2015, is contingent upon customary closing conditions and the approval of AmREIT’s stockholders, who will vote on the transaction at a special meeting on a date to be announced. The transaction is not contingent on receipt of financing by EDENS.
Jefferies LLC acted as financial advisor to AmREIT and Morrison & Foerster LLP and Venable LLP acted as AmREIT’s legal advisors. Goldman, Sachs & Co. acted as financial advisor to EDENS and King & Spalding LLP acted as legal advisor to EDENS.