MEMPHIS, Tenn. and BIRMINGHAM, Ala., Oct.
1, 2013 /PRNewswire/ -- MAA (NYSE: MAA) and
Colonial Properties Trust (NYSE: CLP) today announced the
completion of the merger of the two companies, forming a combined
company with equity market capitalization of approximately
$4.9 billion and a total market
capitalization of approximately $8.3
billion. The transaction was previously approved by both
companies' shareholders at their respective meetings held on
September 27, 2013. The
combined company, headquartered in Memphis, TN, will retain the MAA name and will
trade under the existing ticker symbol "MAA" on the New York Stock
Exchange.
(Logo:
http://photos.prnewswire.com/prnh/20110614/CL19184LOGO)
"We are excited to have the merger transaction closed and now
turn our focus on fully maximizing the opportunities surrounding
this combination," said H. Eric Bolton,
Jr., MAA CEO. "A number of integration steps have been
completed and we are well underway with the remaining tasks to
establish a fully united and consolidated company. We have
assembled a team of professionals from both MAA and Colonial
Properties Trust that are the best in the industry and who are
driven to deliver superior service to our residents, grow value for
our shareholders and expand opportunities for our associates.
I thank them for their dedication, hard work and
support. We look forward to building on the long-term
successful track record of MAA."
Leadership and Organization
Thomas H. Lowder, former Chairman
of the Board and CEO of Colonial Properties Trust, James K. Lowder, Claude
B. Nielsen, Harold W. Ripps
and John W. Spiegel, all former
Trustees of Colonial Properties Trust, have joined MAA's Board of
Directors. Alan B. Graf, Jr. and Ralph Horn, Co-Lead Independent Directors for
MAA, will serve as Co-Lead Independent Directors for the combined
company.
H. Eric Bolton, Jr., MAA's CEO
and Chairman of the Board of Directors, will serve as CEO and
Chairman of the Board of Directors of the combined company.
Albert M. Campbell, III,
MAA's CFO, will serve as CFO of the combined company, and
Thomas L. Grimes, Jr., MAA's COO,
will serve as COO of the combined company. Donald G. Aldridge
will serve as Director of Acquisitions and Dispositions for the
combined company. Edward T.
Wright, former Executive Vice President of Multifamily
Development for Colonial Properties Trust, will serve as Executive
Vice President of Development and Capital Projects for the combined
company and Robert J. DelPriore,
formerly of Baker, Donelson,
Bearman, Caldwell & Berkowitz, PC, will serve as Executive Vice
President and General Counsel for the combined company.
Anticipated Synergies and Financial Reporting
Annual gross G&A savings are estimated to be approximately
$25 million. The combined
company is expected to benefit from the elimination of duplicative
costs, including those associated with supporting a public company
platform; the leveraging of state of the art technology and
systems; and the combination of corporate support. These
savings are expected to be realized upon full integration, which is
expected to occur over the 18-month period following the closing.
The company also anticipates savings from efficiencies
produced by the combined footprint and increased scale of the
apartment portfolio, as well as improved cost of capital and
greater financial flexibility.
Due to the timing of the closing of the merger on October 1, 2013, the financial reporting from the
combined company for the three- and nine-month periods ended
September 30, 2013 will consist only
of MAA results and will not include Colonial Properties Trusts'
results for the periods prior to the closing of the merger.
MAA does expect to provide fourth quarter guidance when it
reports third quarter results.
Transaction and Dividend Declaration
As a result of the merger, each former Colonial Properties Trust
common share has been converted into 0.36 of a newly issued MAA
common share. Former Colonial Properties Trust shareholders
hold approximately 44 percent of the combined company's equity,
with continuing MAA shareholders holding approximately 56 percent
of the combined company. Effective with the close of the
market today, Colonial Properties Trust common shares will no
longer be traded on the New York Stock Exchange.
On September 30, 2013, MAA
announced that its Board of Directors has declared its third
quarter dividend of $0.695 per common
share, payable on October 31, 2013,
to stockholders of record of the combined company on October 15, 2013.
Advisors
J.P. Morgan acted as financial advisor, and Goodwin Procter LLP
and Baker, Donelson, Bearman,
Caldwell & Berkowitz, PC acted as legal advisors to MAA.
BofA Merrill Lynch acted as financial advisor, and Hogan
Lovells and Burr & Forman LLP acted as legal advisors to
Colonial Properties Trust.
About MAA
MAA is a self-managed real estate investment trust (REIT) that
acquires, owns and operates apartment communities across 14 states
in the Sunbelt region of the United
States. As of October 1,
2013, after giving effect to the merger, MAA owned or had
ownership interest in approximately 85,000 apartment units,
including communities currently in development, focused on
delivering full-cycle and superior investment performance for
shareholders. For further details, please visit the MAA
website at www.maac.com.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the U.S. Securities Act of 1933, as
amended, and Section 21E of the U.S. Securities Exchange Act of
1934, as amended. These forward-looking statements, which are
based on current expectations, estimates and projections about the
industry and markets in which the combined company operates and
beliefs of and assumptions made by the combined company's
management, involve uncertainties that could significantly affect
the financial results of the combined company. Words such as
"expects," "anticipates," "intends," "plans," "believes," "seeks,"
"estimates," variations of such words and similar expressions are
intended to identify such forward-looking statements, which
generally are not historical in nature. Such forward-looking
statements include, but are not limited to, statements about the
anticipated benefits of the business combination transaction
involving MAA and Colonial Properties Trust, including future
financial and operating results, and the combined company's plans,
objectives, expectations and intentions. All statements that
address operating performance, events or developments that we
expect or anticipate will occur in the future — including
statements relating to expected synergies, efficiencies, cost of
capital, and financial flexibility — are forward-looking
statements. These statements are not guarantees of future
performance and involve certain risks, uncertainties and
assumptions that are difficult to predict. Although we
believe the expectations reflected in any forward-looking
statements are based on reasonable assumptions, we can give no
assurance that our expectations will be attained and therefore,
actual outcomes and results may differ materially from what is
expressed or forecasted in such forward-looking statements. Some of
the factors that may affect outcomes and results include, but are
not limited to: (i) national, regional and local economic climates,
(ii) changes in financial markets and interest rates, or to the
business or financial condition of either company or business (iii)
increased or unanticipated competition for our properties, (iv)
risks associated with acquisitions, (v) maintenance of real estate
investment trust ("REIT") status, (vi) availability of financing
and capital, (vii) risks associated with achieving expected revenue
synergies or cost savings, (viii) risks associated with the
combined company's ability to successfully integrate the portfolios
and operations of MAA and Colonial Properties Trust, and (ix) those
additional risks and factors discussed in reports filed with the
Securities and Exchange Commission ("SEC") by MAA from time to
time, including those discussed under the heading "Risk Factors" in
our most recently filed reports on Forms 10-K and 10-Q. MAA does
not undertake any duty to update any forward-looking statements
appearing in this document.
SOURCE MAA; Colonial Properties Trust