Resource REIT will be acquired by Blackstone Real Estate

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PHILADELPHIA, Jan. 24, 2022 (GLOBE NEWSWIRE) — Resource REIT, Inc. (the “REIT” or the “Company”), a publicly registered non-traded real estate investment trust, today announced that it has entered into a definitive agreement with Blackstone Real Estate Income Trust, Inc. (“BREIT”), pursuant to which BREIT will acquire all of the outstanding common shares of the REIT for $14.75 per share in an all-cash transaction valued at 3.7 billions of dollars, including the REIT’s debt assumption.

Under the terms of the agreement, BREIT will acquire the REIT’s garden-style multi-family asset portfolio consisting of 42 apartment communities totaling more than 12,600 units. The assets include significant green spaces and amenities and are located in some of the strongest and fastest growing submarkets spanning 13 states including Arizona, Colorado, Florida, Georgia and Texas.

“We are very pleased to enter into this agreement with BREIT, as it will bring significant and certain value to our shareholders,” said Alan F. Feldman, Chairman and CEO of Resource REIT. “The transaction premium represents the combined hard work and dedication of our talented team of professionals, and we are confident that these communities are in good hands with Blackstone.”

Asim Hamid, Senior Managing Director of Blackstone Real Estate, said, “This transaction represents the continuation of our high conviction investment in premium multi-family communities in growth markets across the United States. Blackstone intends to capitalize on our expertise, scale and best-in-class management practices to ensure these properties are well maintained and provide an exceptional experience for residents.

The transaction was unanimously approved by the REIT’s Board of Directors and represents a 63% premium to the REIT’s last published net asset value of $9.06 per share, originally determined twelve months ago by the board of directors of the REIT on January 28. , 2021. The transaction is expected to close in the second quarter of 2022, subject to customary closing conditions, including REIT common shareholder approval. The transaction is not conditional on obtaining financing.

Lazard Frères & Co. LLC is acting as exclusive financial advisor to the REIT and DLA Piper LLP (USA) is acting as legal advisor. BofA Securities, BMO Capital Markets Corp., Eastdil Secured Advisors LLC and RBC Capital Markets LLC are acting as financial advisors to BREIT and Simpson Thacher & Bartlett LLP is acting as legal advisor.

About Resource REIT, Inc.
Resource REIT, Inc. (the “REIT” the “Company”) is a self-managed real estate investment trust that owns a diversified portfolio of suburban apartment communities in targeted markets across the United States. As of December 31, 2021, the REIT owned 42 multifamily properties (excluding three properties previously agreed to be sold) in 13 states. For more information, visit the REIT’s website at www.ResourceREIT.com.

About Blackstone Real Estate Income Trust, Inc.
Blackstone Real Estate Income Trust, Inc. (“BREIT”) is a perpetual life, institutional-grade real estate investment platform that offers private real estate to income-oriented investors. BREIT invests primarily in stabilized, income-generating commercial real estate in the United States in key property types and, to a lesser extent, in debt real estate investments. BREIT is managed externally by a subsidiary of Blackstone (NYSE: BX), a global leader in real estate investment. Blackstone’s real estate business was founded in 1991 and has approximately $230 billion in investment capital under management. Further information is available at www.breit.com.

Additional information and where to find it
This communication concerns the proposed merger operation involving the Company. In connection with the proposed merger, the Company will file relevant documents with the Securities and Exchange Commission (the “SEC”), including a proxy statement on Schedule 14A (the “Proxy Statement” ). This communication is not a substitute for the proxy statement or any other document that the Company may file with the SEC and send to shareholders of the Company in connection with the proposed transaction. INVESTORS AND SECURITYHOLDERS OF THE COMPANY ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders may obtain free copies of the proxy statement and other documents filed by the Company with the SEC through the website maintained by the SEC at http://www. sec.gov. Copies of the Company’s filings with the SEC will be available free of charge on the Company’s website at www.resourcereit.com, or by contacting the Company’s Investor Relations Department at 866-469- 0129.

Participants in the solicitation
The Company and its directors and officers may be considered participants in the solicitation of proxies with respect to the proposed transaction under SEC rules. Information about the Company’s directors and officers is set forth in its Annual Report on Form 10-K for the fiscal year ended December 31, 2020, which was filed with the SEC on March 25, 2021, its proxies for its 2021 annual shareholder meeting, which was filed with the SEC on April 26, 2021 and subsequent filings with the SEC. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by holding securities or otherwise, will also be included in the proxy statement and other relevant documents to be filed with the SEC. when they become available. Investors should read the proxy statement carefully when it becomes available before making any voting or investment decisions.

Forward-looking statements
The forward-looking statements contained in this communication, including statements regarding the proposed merger transaction and the timing and benefits of such transaction, are subject to various risks and uncertainties. Although the Company and BREIT believe that the expectations reflected in the forward-looking statements contained herein are based on reasonable assumptions, there can be no assurance that such expectations will be achieved. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, are generally identifiable by the use of the words “believe”, “expect”, “intend”. , “anticipate”, “estimate”, “plan” or other similar expressions. These statements involve known and unknown risks, uncertainties and other factors that may cause the actual results of the Company or BREIT to differ materially from any future results, performance or achievements projected or contemplated in the forward-looking statements. Some of the factors that could affect results include, but are not limited to: (i) risks associated with the Company’s ability to obtain the shareholder approval required to complete the merger and the timing of the closing of the merger; merger, including the risks that any condition to closing will not be satisfied when expected or at all or that the closing of the merger will not occur, (ii) the outcome of any legal proceedings that may be brought against the parties and others related to the merger agreement, (iii) unforeseen difficulties or expenses related to the transaction, the response of business partners and competitors to the announcement of the transaction, and/or potential difficulties in retaining employees following the announcement and expectation of the transaction, (iv) the possible failure of the Company to maintain its qualification as a REIT, and (v) the additional risks and factors discussed in the reports filed with the SEC by each of the Company and BREIT from time to time, including those discussed under “Risk Factors” in their respective most recent Annual Report on Form 10-K, as updated by Quarterly Reports subsequent reports on Form 10-Q and other reports filed with the second. Neither the Company nor BREIT undertakes to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Investors should not place undue reliance on forward-looking statements.

Resource REIT Contact Information
Marianne McGuire
(267) 256-5964
[email protected]

Blackstone Media Contact
Jeffrey Kauth
(212) 583-5395
[email protected]

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