Inland Real Estate Corporation (IRC) announced that it has entered into a definitive agreement to be acquired by DRA Advisors in a deal valued at about $2.3 billion, including the assumption of existing debt. International law firm Proskauer represented Inland Real Estate in the deal, which, as of September 30, 2015, owned interests in 135 fee simple investment properties, including 36 owned through its unconsolidated joint ventures, with aggregate leasable space of approximately 15 million square feet. Inland's board has unanimously approved the merger, expected to occur in the first half of 2016, though it is contingent upon customary closing conditions, including the approval of stockholders, who will vote on the deal at a special meeting. Under the terms of the merger agreement, funds managed by DRA will acquire all issued and outstanding common stock of IRC for $10.60 per share in cash; upon completion of the transaction, IRC will become a privately held REIT.
"The Board has been focused on the options available to address the long-term discount at which the Company's shares have traded versus private market valuations and its shopping center REIT peers," said Thomas P. D'Arcy, non-executive chairman of Inland Real Estate Corporation. "The Board unanimously believes this all-cash offer is the best course of action to address this valuation gap and provide our stockholders with strong relative value for their investment."
IRC said it expects to pay regular monthly cash distributions of $0.0475 per share on the outstanding shares of its common stock until the merger closes. In addition, the company will pay monthly cash dividends of $0.169271 per share on the outstanding shares of its 8.125 percent Series A cumulative redeemable preferred stock and and $0.144791667 per share on the outstanding shares of its 6.95% Series B cumulative redeemable preferred stock.
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