JERSEY CITY, N.J. — An investor consortium led by Affinius Capital has entered into a definitive merger agreement to acquire Veris Residential Inc. (NYSE: VRE), a multifamily real estate investment trust (REIT) based in Jersey City. As of Dec. 31, 2025, the company’s portfolio spanned more than 6,500 units in the Northeast, as well as $35 million in land bank holdings.
Under the terms of the agreement, the consortium, which also includes Vista Hill Partners, will purchase Veris in an all-cash transaction for $19 per share of the REIT’s common stock, with represents an implied enterprise value of $3.4 billion. As a result of the transaction, Veris will no longer be publicly traded on the New York Stock Exchange.
Mahbod Nia, CEO of Veris, says the merger represents the culmination of a multi-year transformation of the company that began in 2020, when the firm, then known as Mack-Cali Realty Corp., established its ESG committee.
“Over the past five years, we have undertaken meaningful steps to pivot away from office, simplifying and focusing the business, strengthening our balance sheet and enhancing our operational platform,” says Nia.
The transaction price reflects a 23.2 percent premium to Veris’ unaffected closing share price on Wednesday, Feb. 4 ($15.42) and a 27.5 percent premium to the company’s volume weighted average price for the 30-day period ended Feb. 4.
The consortium is financing the deal using a combination of equity and debt, including a nearly $2.1 billion bridge loan facility.
J.P. Morgan and Morgan Stanley & Co. LLC assisted Veris in its transformation process and review of strategic alternatives, which included engaging with financial sponsors, sovereign wealth funds, pension funds and multifamily investment platforms.
“After a comprehensive review process conducted with independent financial and legal advisors, the board unanimously determined the all-cash transaction delivers compelling value and certainty to shareholders with an immediate cash premium,” says Tammy Jones, chair of Veris’ board of directors.
Bow Street LLC, which manages funds that own 5.6 percent of Veris’ outstanding shares, has agreed to vote its shares in factor of the transaction. The deal is expected to close in the second quarter pending approval by Veris shareholders and other customary closing conditions.
Veris Residential rebranded in 2021 from Mack-Cali Realty as part of the REIT’s reorganization into a pure-play multifamily firm that focused on Class A assets in high barrier to entry markets in the Tri-State area, Boston and Washington, D.C.
In 2025, Veris completed $542 million in sales of non-strategic assets, including its last two land parcels within the Harborside campus in Jersey City. The REIT sold the waterfront land to Panepinto Properties in December for $75 million. The parcels, which span a combined 4.2 acres, are approved for the development of a 57-story residential tower and a 68-story residential tower.
Affinius Capital was rebranded in 2023 from USAA Real Estate two years after fully acquiring Square Mile Capital. The company has $61 billion in assets under management, including $12 billion in U.S. multifamily holdings spanning 33,000 units.
Vista Hill Partners is a real estate investment and development firm founded by Bradford Klatt, co-founder and managing partner of Roseland Property Co. and Canoe Brook Partners. Jonathan Kushner of Jersey City-based Kushner Real Estate Group co-leads Vista Hill Partners.
— John Nelson