Global Net Lease and American Realty Capital Global Trust II Set Date for Merger Vote
Two AR Global real estate investment trusts have scheduled their respective special meetings where shareholders will vote on the proposed merger that was announced in August.
Global Net Lease (NYSE: GNL), a publicly traded REIT, and American Realty Capital Global Trust II, a non-traded REIT, plan to merge into a single-tenant net lease REIT which will have a pro forma enterprise value of $3.3 billion and will own a combined 345 properties in 7 countries. If approved, it will retain the Global Net Lease name, trade on the New York Stock Exchange under the ticker symbol “GNL,” and continue to be led by GNL’s current management team.
A special meeting of Global Net Lease stockholders will be held at 405 Park Avenue in New York City on December 20th at 3:00 p.m. local time.
A special meeting of Global Trust II stockholders will be held at 405 Park Avenue on December 20th at 4:00 p.m.
The acquisition of Global II, valued at $647.9 million, includes a fixed exchange ratio of 2.27 GNL shares for each share of Global II common stock owned, providing Global II shareholders with a per share dividend of $1.61 once the transaction closes. Global II shareholders originally paid $25.00 per share of common stock.
Upon close of the transaction, the combined company will immediately list the newly issued common shares on the NYSE. GNL will assume or repay $424.3 million in existing indebtedness (net of $23.4 million cash and equivalents), representing an enterprise value of $647.9 million.
The combined company will have a 5-member board of directors, four of whom will be independent. Of these, one will be a newly appointed independent director initially designated by Global II.
The companies previously noted that the strategic and financial benefits of the merger include enhanced size and scale, improved portfolio metrics, tenant diversification, and reduced fees.
If approved, the transaction is expected to close in the fourth quarter of 2016. Global Net Lease closed at $7.28 per share on Tuesday.
