New York REIT, JBG to Merge, Creating $8.4B REIT
NEW YORK CITY — New York REIT (NYSE: NYRT) has agreed to acquire all properties of JBG Cos. and some of its private funds, creating an $8.4 billion real estate investment trust (REIT) named JBG Realty Trust.
JBG Realty Trust’s portfolio will span more than 14.5 million square feet of office, residential and retail properties across the gateway markets of New York City and Washington, D.C. The properties are concentrated in transportation-served, urban-infill submarkets.
The combined company will be headquartered in Chevy Chase, Md., with a regional office in New York City. JBG has received all required approvals for the transaction from its owners and JBG Fund Advisory Committee members. The board of directors of NYRT has approved the merger agreement and recommended that its stockholders approve the issuance of common stock and operating partnership units in the transaction.
JBG Cos. will receive 319.9 million shares of common stock and operating partnership units of NYRT in exchange for the contributed JBG properties. NYRT stockholders will own about 34.8 percent of the combined company’s shares and units, while JBG equity holders will own about 65.2 percent once the deal is complete.
The Eastdil Secured group of Wells Fargo Securities acted as exclusive financial advisor to NYRT. Proskauer Rose LLP acted as legal advisor to NYRT and Venable acted as Maryland counsel to NYRT.
BofA Merrill Lynch and Morgan Stanley acted as financial advisors to JBG. The Advisory and Consulting Group of Green Street Advisors acted as a strategic advisor to JBG. Hogan Lovells US LLP served as legal advisor to JBG.
Washington, D.C.-based JBG Cos. owns one of the largest portfolios of urban-infill office, multifamily and retail assets in the region.
New York-based NYRT is a publicly traded REIT that invests in New York’s commercial real estate market. The company’s stock closed at $9.79 per share on Wednesday, May 25, 2016, up from $9.11 one year ago.
— Nellie Day