Greystar’s $4.6 Billion Acquisition of Student Housing Operator EdR Approved by Stockholders

Greystar’s $4.6 Billion Acquisition of Student Housing Operator EdR Approved by Stockholders

MEMPHIS, TN - EdR one of the nation's largest developers, owners and managers of high-quality collegiate housing communities, announced that at the special meeting of EdR stockholders, stockholders voted to approve the proposed merger of EdR with GSHGIF REIT, an affiliate of Greystar Real Estate Partners, pursuant to the merger agreement dated June 25, 2018. 

Approximately 99.90% of the votes cast at the special meeting voted in favor of the approval of the merger, which represented approximately 83.95% of EdR's total outstanding shares of common stock as of the August 10, 2018 record date for the special meeting.

Under the terms of the merger agreement, which was unanimously approved by EdR's Board of Directors, EdR's stockholders will receive $41.50 per share in cash. This represents a premium of 26.3 percent over the 90-day volume-weighted average share price ending May 31, 2018 and a premium of 13.6 percent over the May 31, 2018 closing share price, the last trading day prior to news stories speculating about the possible sale of EdR.

"For more than 50 years, EdR has been a pioneer in the student housing industry, partnering with some of America's most prestigious universities to enhance and transform their campus housing and achieve their student success goals," said Randy Churchey, EdR's Chief Executive Officer and Chairman of the Board of Directors in a prior statement. "As a public company, one of our priorities is to maximize stockholder value and we believe this transaction with Greystar accomplishes that goal. We are certain this is in the best interest of all of EdR's stakeholders, including university partners, employees and stockholders."

Churchey added, "Since the current EdR management team took over on January 1, 2010 -- and including this transaction -- EdR stockholders will have received a total stockholder return of 293%1, which ranks in the top quartile of all public U.S. equity REITs in existence during that time period2."

"We are pleased to partner with a group of world-class investors to acquire one of the nation's best student housing operators and developers. EdR has one of the highest quality and best located student housing portfolios in the U.S., and it will seed Greystar's newly formed flagship student housing-focused perpetual-life fund. We are excited to capitalize on our significant scale and experience to enhance the platform's performance and value over the long term," said Bob Faith, the Founder, Chairman and Chief Executive Officer of Greystar in a prior statement. "EdR's ONE Plan on-campus platform is an integral component that drove our interest and we are excited about the continued on-campus growth opportunities it provides. Combined, we will leverage our expertise, vision and financial strength to serve our current university partners as well as further expand our global student housing footprint. We believe in the long-term fundamentals supporting the sector and will continue to seek out opportunities to invest in student housing."

In conjunction with the above transaction and subject to normal closing conditions, a joint venture between an affiliate of Blackstone Real Estate Income Trust, Inc. ("BREIT") and an affiliate of Greystar will acquire a portfolio of off-campus student housing assets, which are located adjacent to top-tier university campuses. The newly combined Greystar/EdR team will continue to manage the assets. BREIT is a perpetual-life, monthly NAV REIT that, pro forma for this transaction, will own an approximately $10 billion portfolio of stabilized, income generating real estate concentrated in U.S. markets with attractive growth as well as real estate debt securities.

Source: EdR / #Student #Housing

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