Funds Managed by DRA Advisors LLC Complete Acquisition of Inland Real Estate Corporation
March 30 2016 - 5:07PM
Business Wire
Inland Real Estate Corporation (NYSE: IRC) (“the Company” or
“IRC”) today announced that funds managed by DRA Advisors LLC
(“DRA”) have completed their acquisition (the “Merger”) of the
Company, which going forward will be known as IRC Retail Centers
Inc. The transaction is valued at approximately $2.3 billion,
including the assumption of some debt.
Pursuant to the terms of the Agreement and Plan of Merger, dated
as of December 14, 2015 (the “Merger Agreement”), holders of shares
of the Company’s common stock (the “Company Common Stock”) are
entitled to receive $10.60 in cash, without interest and less any
applicable withholding taxes (the “Merger Consideration”), for each
share of the Company Common Stock they own. The Merger Agreement
also provides that the post-Merger company will exercise its
special optional redemption right with respect to all of the issued
and outstanding shares of the Company’s 8.125% Series A Cumulative
Redeemable Preferred Stock and 6.95% Series B Cumulative Redeemable
Preferred Stock (together, the “Company Preferred Stock”) within 15
days after the closing of the Merger.
As a result of the completion of the Merger, the Company Common
Stock and the Company Preferred Stock are no longer listed for
trading on the New York Stock Exchange or any other exchange and
trading ceased at the close of the markets on March 30, 2016. IRC
stockholders of record will receive a letter of transmittal and
instructions on how to submit their certificates representing the
Company’s common stock in exchange for the Merger Consideration.
Each stockholder should wait to receive such documents before
attempting to transmit any certificates.
In connection with the Merger, DRA has obtained debt financing
from Wells Fargo Bank, National Association and Bank of America,
N.A., as the initial Lenders, Wells Fargo Bank, National
Association, as Administrative Agent, Bank of America, N.A., as a
syndication agent, and Wells Fargo Securities, LLC and Merrill
Lynch, Pierce, Fenner & Smith Incorporated, collectively, as
Joint Lead Arranger and Joint Bookrunner. DRA also obtained debt
financing from investment funds managed by an affiliate of Apollo
Global Management, LLC.
BMO Capital Markets Corp. and Silver Portal Capital acted as
financial advisors and Proskauer Rose LLP acted as legal counsel to
the Company. Blank Rome LLP acted as legal counsel to DRA.
About IRC
IRC is a real estate investment trust (REIT) focused on owning
and operating open-air neighborhood, community, and power shopping
centers located in well-established markets primarily in the
Central and Southeastern United States. As of December 31, 2015,
the Company owned interests in 132 fee simple investment
properties, including 36 owned through its unconsolidated joint
ventures, with aggregate leasable space of approximately 15 million
square feet. Additional information on the Company is available at
www.inlandrealestate.com.
About DRA Advisors LLC
DRA Advisors LLC (DRA) is a registered SEC investment advisor
with $9.4 billion of assets under management, headquartered in New
York with offices in San Francisco and Miami. DRA has been in
existence for 30 years with investors that include public and
corporate pension funds, endowments, foundations and financial
institutions. As of the date hereof, DRA has invested in properties
valued in excess of $26 billion. Additional information on DRA
Advisors LLC is available at www.draadvisors.com.
Forward Looking Statements
Certain statements in this press release may constitute
“forward-looking statements” within the meaning of the Federal
Private Securities Litigation Reform Act of 1995. Forward-looking
statements are statements that do not reflect historical facts and
instead reflect our management’s intentions, beliefs, expectations,
plans or predictions of the future. Forward-looking statements can
often be identified by words such as “seek,” “believe,” “expect,”
“anticipate,” “intend,” “estimate,” “may,” “will,” “should” and
“could.” Examples of forward-looking statements include, but are
not limited to, statements that describe or contain information
related to matters such as management’s intent, belief or
expectation with respect to our financial performance, investment
strategy or our portfolio, our ability to address debt maturities,
our cash flows, our growth prospects, the value of our assets, our
joint venture commitments and the amount and timing of anticipated
future cash distributions. Forward-looking statements reflect the
intent, belief or expectations of our management based on their
knowledge and understanding of our business and industry and their
assumptions, beliefs and expectations with respect to the market
for commercial real estate, the U.S. economy and other future
conditions. Forward-looking statements are not guarantees of future
performance, and investors should not place undue reliance on them.
Actual results may differ materially from those expressed or
forecasted in forward-looking statements due to a variety of risks,
uncertainties and other factors, including but not limited to the
effects of local, national and global economic, credit and capital
market conditions on the economy in general, and other risks and
uncertainties; including but not limited to the risks listed and
described under “Item 1A. Risk Factors” in our Annual Report on
Form 10-K for the year ended December 31, 2015, as filed with the
Securities and Exchange Commission (the “SEC”) on February 26,
2016, as they may be revised or supplemented by us in subsequent
Reports on Form 10-Q and other filings with the SEC. Except as
otherwise required by applicable law, the Company disclaims any
obligation or undertaking to publicly release any updates or
revisions to any forward-looking statement in this release to
reflect any change in the Company’s expectations or any change in
events, conditions or circumstances on which any such statement is
based.
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version on businesswire.com: http://www.businesswire.com/news/home/20160330006407/en/
Investor Relations/Media Contacts:For IRC:Dawn
BencheltAssistant Vice President, Director of Investor
Relations888-331-4732orFor DRA Advisors LLC:Paul McEvoy or Adam
Breen212-697-4740
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