Waives Option to Classify Board Under Maryland
Law
Independence Realty Trust, Inc. (NYSE: IRT) (“IRT” or the
“Company”) today announced the appointment of Craig Macnab to its
Board of Directors (the “Board”), effective February 29, 2024. Mr.
Macnab brings over 20 years of experience to IRT’s Board after
serving in various executive and board roles in the REIT industry,
including most recently as CEO of National Retail Properties, Inc.
(NYSE: NNN) for 13 years. Mr. Macnab’s appointment increases the
size of IRT’s Board to 10 members, including 8 independent
directors. In connection with this announcement, the Company has
entered into a cooperation agreement with Argosy-Lionbridge
Management, LLC (“ALM”), an IRT stockholder.
IRT also announced that its Board has reaffirmed the Company’s
commitment to leadership in corporate governance practices by
waiving the option to classify its Board under provisions of the
Maryland Unsolicited Takeover Act, or MUTA, unless first approved
by the stockholders of the Company by a majority of the votes cast
on the matter.
“We are pleased to welcome Craig to the IRT Board,” said Scott
Schaeffer, Chairman and CEO of IRT. “Craig’s appointment broadens
the experience and diversity of perspectives represented on our
Board, and we are confident he will bring invaluable skills and
expertise from his decades of leadership in the REIT industry. The
Board’s decision to opt out of MUTA reinforces our objective of
maintaining leading governance and delivering value to our
stockholders.”
“I’m honored to be joining IRT’s Board,” said Craig Macnab. “IRT
has created a compelling and differentiated real estate platform,
underpinned by its focus on creating a scaled portfolio of
high-quality assets across core Sunbelt and Midwest markets that
are well positioned to support long-term growth. I look forward to
partnering with my fellow Board members and the management team to
continue driving the organization’s track record of success into
the future.”
Greg Morillo, CIO & Managing Partner of ALM, said “Craig’s
appointment and our agreement with the Company is the result of a
constructive dialogue with IRT’s Board and management team over
several quarters. We see significant opportunity for value creation
at IRT, as the Company increases its financial flexibility through
its previously announced Portfolio Optimization and Deleveraging
Strategy, and believe Craig’s deep industry experience will
contribute to the Company’s execution of this strategy. We are also
pleased with the actions taken by the Company to opt out of
MUTA.”
ALM has agreed to abide by certain customary standstill and
voting commitments, including supporting the Board’s slate of
directors, subject to limited exceptions. The cooperation agreement
will be filed by the Company with the U.S. Securities and Exchange
Commission (“SEC”) as an exhibit to a related Current Report on
Form 8-K.
Citigroup served as financial advisor and Latham & Watkins
served as legal advisor to the Company.
About Craig Macnab
Craig Macnab has served on the Board of VICI Properties Inc.
(NYSE: VICI) since 2017, as the Chairman of the Compensation
Committee since 2019, and as a member of the Audit Committee since
2020. He has also served on the Board of American Tower Corporation
(NYSE: AMT) since 2014 and as the Chairman of the Compensation
Committee since 2018. Prior to these appointments, he served as CEO
of National Retail Properties, Inc. (NYSE: NNN) for 13 years and
Chairman for nine years. He has also sat on the Boards of Forest
City Realty Trust, Inc. (formerly NYSE: FCEA), DDR Corporation
(formerly NYSE: DDR), Eclipsys Corporation (formerly NASDAQ: ECLP),
JDN Realty Corporation (formerly NYSE: JDN) and Per-Se
Technologies, Inc. (formerly NASDAQ: PSTI). Mr. Macnab earned his
Bachelor of Commerce degree in Economics and Accounting from the
University of Witwatersrand and a Master of Business Administration
from Drexel University.
About Independence Realty Trust, Inc.
Independence Realty Trust, Inc. (NYSE: IRT) is a real estate
investment trust that owns and operates multifamily communities,
across non-gateway U.S. markets including Atlanta, GA, Dallas, TX,
Denver, CO, Columbus, OH, Indianapolis, IN, Raleigh-Durham, NC,
Oklahoma City, OK, Nashville, TN, Houston, TX, and Tampa, FL. IRT’s
investment strategy is focused on gaining scale near major
employment centers within key amenity rich submarkets that offer
good school districts and high-quality retail. IRT aims to provide
stockholders attractive risk-adjusted returns through diligent
portfolio management, strong operational performance, and a
consistent return on capital through distributions and capital
appreciation. More information may be found on the Company’s
website www.irtliving.com.
Forward-Looking Statements
This release contains certain forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Such forward-looking statements include, but are not
limited to, increased financial flexibility, growth opportunities
and related benefits that we expect to realize through our
Portfolio Optimization and Deleveraging Strategy and value add
program. All statements in this release that address financial and
operating performance, events or developments that we expect or
anticipate will occur or be achieved in the future are
forward-looking statements. The Company intends such
forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements contained in the Private
Securities Litigation Reform Act of 1995 and includes this
statement for purposes of complying with the safe harbor
provisions.
Our forward-looking statements are not guarantees of future
performance and involve estimates, projections, forecasts,
strategies and assumptions, including as to matters that are not
within our control, and are subject to risks and uncertainties
including, without limitation, risks and uncertainties related to
changes in market demand for rental apartment homes and pricing
pressures, including from competitors, that could lead to declines
in occupancy and rent levels, uncertainty and volatility in capital
and credit markets, including changes that reduce availability, and
increase costs, of capital, unexpected changes in our intention or
ability to repay certain debt prior to maturity, increased costs on
account of inflation, increased competition in the labor market,
failure to realize cost savings, efficiencies and other benefits
that we expect to result from our Portfolio Optimization and
Deleveraging Strategy, inability to sell certain assets, including
those assets designated as held for sale, within the time frames or
at the pricing levels expected, failure to achieve expected
benefits from the redeployment of proceeds from asset sales, delays
in completing, and cost overruns incurred in connection with, our
value add initiatives and failure to achieve rent increases and
occupancy levels on account of the value add initiatives,
unexpected impairments or impairments in excess of our estimates,
increased regulations generally and specifically on the rental
housing market, including legislation that may regulate rents and
fees or delay or limit our ability to evict non-paying residents,
risks endemic to real estate and the real estate industry
generally, the impact of potential outbreaks of infectious diseases
and measures intended to prevent the spread or address the effects
thereof, the effects of natural and other disasters, unknown or
unexpected liabilities, including the cost of legal proceedings,
costs and disruptions as the result of a cybersecurity incident or
other technology disruption, unexpected capital needs, inability to
obtain appropriate insurance coverages at reasonable rates, or at
all, or losses from catastrophes in excess of our insurance
coverages, and share price fluctuations. Please refer to the
documents filed by us with the SEC, including specifically the
“Risk Factors” sections of our Annual Report on Form 10-K for the
year ended December 31, 2023, and our other filings with the SEC,
which identify additional factors that could cause actual results
to differ from those contained in forward-looking statements.
These forward-looking statements are based upon the beliefs and
expectations of our management at the time of this release and our
actual results, including our ability to execute on our Portfolio
Optimization and Deleveraging Strategy and other strategies, may
differ materially from the expectations, intentions, beliefs, plans
or predictions of the future expressed or implied by such
forward-looking statements. We undertake no obligation to update
these forward-looking statements to reflect events or circumstances
after the date hereof or to reflect the occurrence of unanticipated
events, except as may be required by law.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240229643835/en/
Independence Realty Trust, Inc. Edelman Smithfield
Lauren Torres 917-365-7979 IRT@edelman.com
Independence Realty (NYSE:IRT)
Graphique Historique de l'Action
De Nov 2024 à Déc 2024
Independence Realty (NYSE:IRT)
Graphique Historique de l'Action
De Déc 2023 à Déc 2024
