NEW YORK AND BETHESDA, MD. — New York-based Annaly Capital Management Inc. (NYSE: NLY) has agreed to acquire Bethesda-based real estate investment trust MTGE Investment Corp. (NASDAQ: MTGE) for $900 million in cash and stock. The transaction values healthcare real estate specialist MTGE at $19.65 per share. Under the deal, MTGE shareholders will have the option to receive cash, stock or a combination of the two. In addition, Annaly will assume the existing $55 million in MTGE preferred stock. The transaction is expected to close in the third quarter. “The acquisition of MTGE adds complementary assets, deepens the breadth of our investment alternatives, is accretive to earnings and provides immediate cost savings and efficiencies to shareholders,” says Kevin Keyes, chairman, CEO and president of Annaly. MTGE invests in and manages a portfolio of mortgage-backed securities and investments in triple net leased healthcare real estate. The company is externally managed and advised by MTGE Management LLC, an affiliate of AGNC Investment Corp. As of Dec. 31, MTGE’s portfolio included $6.6 billion in assets. With approximately $104.3 billion in assets as of March 31, Annaly’s portfolio includes securities, loans and equity in the residential and commercial markets. The transaction marks Annaly’s third …
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TOLEDO, OHIO — Toledo-based healthcare REIT Welltower Inc. (NYSE: WELL) has entered into an 80/20 joint venture with ProMedica Health System to acquire Quality Care Properties (NYSE: QCP) for nearly $2 billion in cash. The joint venture will acquire the real estate of QCP’s principal tenant, HCR ManorCare, the nation’s second-largest nursing home chain. Toledo-based HCR ManorCare filed for Chapter 11 bankruptcy in March after struggling to pay rent to QCP, which owns nearly all of the facilities in which HCR ManorCare operates. QCP won a court approval earlier this month to acquire HCR ManorCare out of bankruptcy. QCP itself is a spin-off of healthcare REIT HCP (NYSE: HCP), which created the company in 2016 specifically to remove HCR ManorCare’s 320 properties from its portfolio. As part of the transaction, ProMedica has agreed to buy the operations of HCR ManorCare, making the nonprofit healthcare organization a national U.S. healthcare provider. “This acquisition will enable ProMedica to expand their service offering beyond acute care hospitals to include home health, post-acute care and residential memory care,” says Tom DeRosa, CEO of Welltower. The HCR ManorCare chain has more than 50,000 employees providing services in 450 assisted living facilities, skilled nursing and rehabilitation …
ATLANTA — Akron, Ohio-based The Goodyear Tire & Rubber Co. and Nashville-based Bridgestone Americas Inc. have formed a tire distribution joint venture and will locate the newly created company’s headquarters in Atlanta. TireHub LLC will provide U.S tire dealers and retailers with a range of passenger and light truck tires, with an emphasis on distributing larger rim diameter premium tires. TireHub will lease 30,000 square feet at One Ravinia in Atlanta’s Central Perimeter submarket for its new headquarters, according to the Atlanta Business Chronicle. The 50-50 joint venture will initially operate more than 80 distribution centers and warehouse locations throughout the country. TireHub will combine and complement Goodyear’s company-owned wholesale distribution network with the Bridgestone-owned Tire Wholesale Warehouse (TWW). The new company will also complement both Goodyear and Bridgestone’s existing networks of third-party distributors and provide distribution, warehousing, sales and delivery solutions following the closing of the transaction, which is expected in mid-year. At launch, TireHub will have the scale to reach the vast majority of retail locations across the country daily.
ATLANTA — Renowned Atlanta apartment developer John A. Williams died Monday, April 16 at the age of 75. Williams founded Post Properties in 1970 and took the company public in 1993. When he resigned as chairman in 2003, the company had roughly 30,000 apartment units in its portfolio. In 2016, Memphis-based Mid-America Apartment Communities (MAA) acquired Post in a deal valued at nearly $4 billion. Life After Post Preferred Apartment Communities Inc., (PAC) the company Williams founded in 2009 after leaving Post, released a statement Monday saying employees are saddened to announce the unexpected passing of their company’s co-founder, chairman and CEO. “The board and the company are indebted to Williams for his strong leadership, real estate vision, outgoing personality and boundless energy,” said PAC in the statement. PAC’s board of directors has appointed Daniel DuPree to succeed Williams as chairman of the board and CEO. Leonard Silverstein, a co-founder of the company along with Williams, has been appointed vice chairman of the board and will continue as president and chief operating officer. “John was a dear friend, partner, mentor and influence in our lives and careers,” said Silverstein and DuPree in a joint statement. “He was a visionary and …
LOS ANGELES — A&G Realty Partners has launched a new division focused on increasing the productivity of U.S. healthcare providers’ real estate holdings. Peter Lynch, a Los Angeles-based principal, will led the company’s new Healthcare Property Division. “Healthcare over the next five years will undergo an accelerating metamorphosis driven by the need for innovation, convenience and affordability,” says Lynch. “The forces in play are every bit as disruptive as those afoot in retail or higher education. Real estate must be central to any strategic response.” The company’s new division will offer a variety of services tailored to healthcare real estate, including the disposition of excess medical office space and renegotiation of urgent care center leases to selling a city hospital to a mixed-use developer, notes Lynch.
NEW YORK AND CHICAGO — Brookfield Property Partners (NASDAQ: BPY) has agreed to acquire all remaining shares of GGP Inc. (NYSE: GGP), a Chicago-based mall owner. BPY, a global real estate company based in New York City, and its affiliates already hold a 34 percent stake in GGP. The deal struck between the two parties is for GGP shareholders to receive $23.50 per share in cash, a total cash consideration of $9.25 billion. Alternately, shareholders may elect to receive stock in either BPY or a new REIT that BPY plans to list on one of the major U.S. exchanges. “This is a compelling transaction that enables GGP shareholders to receive premium value for their shares and gives them the ability to participate in the long-term upside of their investment,” says Brian Kingston, CEO of BPY. The newly agreed-upon deal comprises a cash-to-equity ratio of 61/39, which is more cash-centric than BPY’s original 50/50 cash-to-equity offer to acquire the remainder of GGP last November. Shares in the new REIT will be equivalent to that of a BPY unit. BPY’s parent company, Brookfield Asset Management (NYSE: BAM), has guaranteed the exchange of the shares between the two stocks (totaling 254 million units) …
WAYNE, N.J. — Toys ‘R’ Us is taking the next step in what the Wayne-based retailer is calling an “orderly wind down” of it’s U.S. business. In a U.S. Bankruptcy Court filing early this morning, Toys ‘R’ Us is requesting approval to begin the liquidation of inventory in all 735 of its remaining stores across the country, including stores in Puerto Rico. The closures threaten up to 33,000 American jobs in the coming months, according to the Wall Street Journal. “I am very disappointed with the result, but we no longer have the financial support to continue the company’s U.S. operations,” said David Brandon, chairman and CEO of Toys ‘R’ Us, in an official statement. In January, the toy chain announced plans to shutter up to 182 underperforming stores, including those under the Babies ‘R’ Us banner, as part of its restructuring efforts to revive business. The 70-year-old retailer filed for Chapter 11 Bankruptcy last September. Toys ‘R’ Us was facing $5 billion in debt, largely stemming from a $6.6 billion buyout in 2005 led by KKR & Co. LP, Bain Capital LP and Vornado Realty Trust. Continued debt, combined with poor holiday sales, forced the retailer’s latest move. For …
BETHESDA, MD. — HCR ManorCare, an Ohio-based seniors housing operator, will file for Chapter 11 bankruptcy protection and transfer its management operations to its landlord, Quality Care Properties (NYSE: QCP). HCR ManorCare, which currently manages about 320 seniors housing properties, is the second-largest skilled nursing operator in the country. The company’s management contracts also span the assisted living, hospice and home care sectors. The move follows HCR’s declaration of approximately $385 million in delinquent rent payments. Reuters reports that the company’s total debt is roughly $7.1 billion and that QCP will put its own management teams in place at properties previously managed by HCR. Under the terms of the agreement, HCR’s operating subsidiaries will not file for Chapter 11 bankruptcy protection. The parent company’s name and brand will also remain in place, but as a wholly owned subsidiary of QCP. QCP itself is a spin-off of healthcare REIT HCP (NYSE: HCP), which created the company specifically to remove HCR ManorCare’s 320 properties from its portfolio. QCP and HCR have been in negotiations for months regarding hundreds of millions in unpaid rent. In addition, QCP will give up its REIT designation, as it will now both own and operate its properties. “This …
IRVINE, CALIF. — Michael McKee, executive chairman of Irvine-based healthcare REIT HCP Inc. (NYSE: HCP), has announced he plans to retire on March 1. Following his official retirement, McKee will continue to serve on the board of directors as a consultant until HCP’s annual meeting on April 26. Dave Henry, previously the lead independent director, has been appointed to serve as non-executive chairman. McKee has served as HCP’s executive chairman since May 2016 and as a member of the board since 1989. From July to December 2016, he served as interim president and CEO, filling the gap between Lauralee Martin’s departure and Tom Herzog’s promotion. McKee has been one of the few constants for a REIT that underwent massive changes in recent years. In his 20 months as executive chairman, the company spun off its 320-property HCR ManorCare skilled nursing portfolio into a separate REIT known as Quality Care Properties Inc. (NYSE: QCP). Additionally, the executive team saw nearly constant change during this time. Herzog was re-hired to his previous position of CFO and eventually promoted to CEO following Martin’s tenure. The company was also able to woo longtime industry veterans Justin Hutchens and Kai Hsiao, before losing them both …
BOSTON — Lynnfield, Mass.-based Powers & Co., a boutique retail brokerage firm, is merging with The Dartmouth Co., a retail real estate advisory and brokerage firm. Focusing on the Greater Boston suburbs and Cape Cod, Mass., Powers & Co. specializes in representing retail landlords and owners throughout New England. The Dartmouth Co. specializes in tenant and landlord representation in the Northeast and throughout the United States and provides a variety of services, including dispositions, investment sales and consulting and advisory services. Additionally, the company recently created a full-service commercial retail property management division. Powers & Co.’s suburban focus will enhance Dartmouth’s depth of market and solidify its place as the area’s best-in-class retail real estate advisory and brokerage company.