firm W. P. Carey & Co. LLC reported on Friday that on July 30, 2012 the Securities and Exchange Commission (SEC) declared effective the Registration Statement on Form S-4 related to its proposed conversion to a REIT and merger with its publicly held, non-traded REIT affiliate, Corporate Property Associates 15 Inc.
Additionally, as previously disclosed, on July 23, 2012 the company entered into a voting agreement with the Estate of William Polk Carey and W. P. Carey & Co. Inc., a wholly-owned corporation of the estate, pursuant to which the shareholders have agreed to vote their shares in favor of the approval of the REIT conversion and merger with CPA®:15.
The company also entered into a share purchase agreement with the shareholders, previously disclosed by W. P. Carey on July 23, 2012, pursuant to which the company has agreed to purchase up to an aggregate amount of $85 million of the shareholders' listed shares of W. P. Carey in order to assist the estate with anticipated near-term expenses, including estate taxes and other costs.
Pursuant to that agreement, W. P. Carey received a notice from the Shareholders indicating their intention to exercise their sale option for $25 million worth of W. P. Carey listed shares. Accordingly, on August 2, 2012, W. P. Carey repurchased 561,418 W. P. Carey listed shares from the shareholders. Following this repurchase, the W. P. Carey listed shares beneficially owned by the shareholders represent in the aggregate approximately 27.91 percent of the outstanding W. P. Carey listed shares.
Subsequent to the completion of the transactions, the new REIT, to be named W. P. Carey Inc., will continue to trade on the New York Stock Exchange under the symbol WPC. Under the terms of the proposed merger, CPA®:15 stockholders will receive $1.25 in cash and 0.2326 of a share of W. P. Carey Inc. common stock for each CPA®:15 share held.
The conversion to a REIT is subject to the approval of W. P. Carey shareholders and the merger with CPA®:15 is subject to approval of both the shareholders of W. P. Carey and the stockholders of CPA®:15. The special meetings for each company are expected to take place on September 13, 2012.
Following the transactions, W. P. Carey Inc. is expected to have a total market capitalization of $5 billion and a portfolio of approximately 40 million sq. ft. ofleased to 135 companies around the world.
Catlyn Capital, TDI Close on $500M JV
Catlyn Capital Corp. and TDI Real Estate Holdings LLC completed the recent closing of TDI/C Real Estate Holdings, a $500 million joint venture platform to develop assets throughout Texas, Arizona and Colorado.
The platform will seek to capitalize on the compelling market dynamics in the primarily multifamily sector created by the growing renter base, strong job growth and limited new supply. The venture will focus exclusively on class-A investments in core markets.
TDI/Catlyn closed a $50 million, 444-unit development in Allen, Texas and a $65 million, 388-unit development, in Scottsdale, Arizona. The venture is finalizingplans on four additional communities, totaling 1,323 units, with a total project cost of $185 million in the Phoenix, Dallas and Austin metros.
"There are exceptional opportunities in the market for organizations with the experience and bench strength to identify and execute in this highly competitive field," said TDI's President and CEO, Mark Bryant. "Our management team's 30 year track record of success will be an important factor in identifying and capitalizing on the best opportunities."
Federal Capital Partners Closes Fund II
Federal Capital Partners announced the closing on FCP Realty Fund II L.P. (Fund II), a $529.2 million fund targeting multifamily, office, retail and industrial opportunities throughout the Mid-Atlantic region.
The fund, when fully invested, is expected to accommodate approximately $1.5 billion of total investments. Fund II has already closed 14 investments utilizing $103.0 million of fund equity and representing value of $367.0 million. FCP has grown the firm to accommodate its increased assets under management, larger fund capacity and geographic expansion, more than doubling its staff over the past several years.
“FCP is extremely pleased with the response to the Fund II offering, which was over-subscribed in a challenging economic and fund raising climate,” said FCP Managing Partner, Esko Korhonen. “Since closing our initial fund in 2008, FCP has closed more than 30 transactions, representing a range of investments from structured loans and equity investments to the purchase of a public company, with an aggregate value in excess of $1.6 billion, bringing total assets under management for FCP to $2.4 billion. We are excited at the prospects for our fund given the opportunities created by continued disruptions in the capital markets and the positive growth outlook for markets in the Mid-Atlantic region.”
MetLife Completes Acquisition of Reynolds Plantation
MetLife completed its purchase of Reynolds Plantation, Georgia’s premier golf and resort community located on Lake Oconee. The acquisition includes The Ritz-Carlton Lodge, six championship golf courses, four full-service marinas and nearly 5,000 acres of undeveloped golf and waterfront property.
“We are extremely proud to own Reynolds Plantation, a premier community with world-class amenities,” said Robert Merck, senior managing director and global head of real estate investments for MetLife. "Reynolds Plantation is an exceptional addition to our real estate portfolio and we look forward to investing in Reynolds Plantation’s future to ensure it continues to be recognized for the extraordinary lifestyle it offers.”
As previously announced, Daniel Corporation will oversee the day-to-day operations at Reynolds Plantation. The Daniel team will work in cooperation with MetLife’s Atlanta Regional Office, led by Regional Director Tom Coakley. The Atlanta office manages the company’s real estate investments in the southeastern United States.
Reynolds Plantation represents the latest addition to MetLife’s portfolio of real estate investments in Atlanta and the southeastern United States. Other properties include Georgia Pacific Center, Georgia 400 Center, Rocca Apartments and 12th & Midtown.
The Admiral Fund Acquires a Holiday Inn Express
The Admiral Capital Real Estate Fund L.P., a partnership comprised of the Admiral Capital Group and USAA Real Estate Co., along with its joint venture partner, Franklin Croft Inc., announced the acquisition of the Holiday Inn Express hotel in downtown Fort Worth, Texas.
The Holiday Inn Express Fort Worth Downtown, a part of the InterContinental Hotels Group family of brands, is located in the heart of the Fort Worth, Texas business district, less than one mile from the Fort Worth Convention Center, Will Rogers Memorial Center and Sundance Square.
The recently renovated hotel currently features 132 rooms, with an expected additional 31 rooms to be delivered in 2012. Situated at 1111 West Lancaster Avenue along the I-30 corridor and near the I-35W exchange, the hotel is one of the few select service offerings in the downtown Fort Worth market. Guests will enjoy a comfortable and modern environment with innovative, preferred-guest upgrades to ensure a productive stay while travelling for business or leisure. This investment marks Admiral's third in the hotel sector and the sixth acquisition of the fund. The hotel will be managed bybased Aimbridge Hospitality.
"Fort Worth is an exciting market for us and has been one of the top job growth markets in the country," said David Robinson, co-founder of Admiral Capital Real Estate Fund. "We continue to leverage our relationships to create attractive opportunities and we are excited to partner with USAA Real Estate Company, Franklin Croft and InterContinental Hotels Group to make this investment a success."
In addition to the Holiday Inn Express hotel, the Admiral Capital Real Estate Fund, a value-added real estate private equity fund with over $100 million in assets under management, currently owns a 120,000-sq.-ft. office building in El Segundo, Calif., two office buildings in Austin, Texas, a hotel property in Houston (Energy Corridor), and a performing mortgage on a non-gaming hotel in Las Vegas. Admiral is actively pursuing additional value-add opportunities.