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Preferred Apartment Communities, Inc. (NYSE:APTS) (“PAC” or the “Company”) announced today the expiration of the 30-day “go-shop” period set forth in the previously announced definitive merger agreement with Blackstone Real Estate Income Trust, Inc. (“BREIT”), dated as of February 16, 2022 (the “merger agreement”). Under the terms of the merger agreement, BREIT has agreed to acquire all the outstanding shares of the Company’s common stock for $25.00 per share in an all-cash transaction valued at approximately $5.8 billion. The “go-shop” period expired at 11:59 p.m. Eastern Time on March 18, 2022.
During the “go-shop” period, at the direction of PAC’s board of directors (the “Board”), representatives of Goldman Sachs & Co. LLC, financial advisor to PAC, broadly solicited various strategic parties and financial sponsors to determine their interest in making an alternative acquisition proposal, and ultimately contacted, or was contacted by, 25 of such parties and sponsors. At the conclusion of the go-shop period, the Board did not determine any strategic parties or financial sponsors constitute Excluded Parties (as defined in the merger agreement).
Upon expiration of the go-shop period, PAC became subject to customary “no-shop” provisions that limit PAC and its representatives’ ability to negotiate competing proposals with, or provide non-public information to, third parties, subject to exceptions specified in the merger agreement.
The transaction is expected to close in the second quarter of 2022, subject to approval by PAC’s stockholders and other customary closing conditions.
As described below in the section “Additional Information and Where to Find It”, in connection with the proposed merger, the Company will file relevant materials with the Securities and Exchange Commission (the “SEC”), including a proxy statement on Schedule 14A (the “Proxy Statement”).
The foregoing description of the merger agreement and the transactions contemplated thereby is subject to, and is qualified in its entirety by reference to, the full terms of the merger agreement, which PAC has filed on Form 8-K.
Goldman Sachs & Co. LLC is serving as PAC’s lead financial advisor. KeyBanc Capital Markets, Inc., is also serving as financial advisor to PAC. King & Spalding LLP and Vinson & Elkins LLP are serving as the Company’s legal counsel.
Posted In: APTS
