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Global Net Lease Inches Closer to Acquiring ARC Global Trust II

Global Net Lease (NYSE: GNL), a publicly traded REIT sponsored by AR Global, is one step closer to acquiring American Realty Capital Global Trust II, a non-traded REIT also sponsored by AR Global. The potential merger, which was announced in August, is still subject to shareholder approval.

On Monday, the firms announced that Global Trust II’s 45-day “go shop” period had expired. During the “go shop” period, the company was permitted to engage in discussions and negotiations with third parties to consider alternative acquisition proposals. Global Trust II’s financial advisor, BMO Capital Markets did not receive any such proposals, according to the company.

If approved, the resulting single-tenant net lease REIT will have a pro forma enterprise value of $3.3 billion and will own a combined 345 properties in 7 countries. 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. The transaction is expected to close in the fourth quarter of 2016.

The acquisition of Global Trust II, valued at $647.9 million, includes a fixed exchange ratio of 2.27 GNL shares for each share of Global Trust II common stock owned, providing Global II shareholders with a per share dividend of $1.61 once the transaction closes.

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 Trust II.

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