By Lisa Kerner
Charlotte, N.C., June 25 - America First Apartment Investors, Inc. entered into a definitive merger agreement to be acquired by Sentinel Omaha LLC, an affiliate of Sentinel Real Estate Corp., for about $532 million, including the assumption of debt.
The agreement, approved by America First's board, calls for Sentinel to acquire all the outstanding common shares of America First for $25.30 per share in cash. America First will pay its regular quarterly dividend of $0.27 per share on July 31 and prorated dividends prior to the transaction's close in the third quarter of 2007.
An $8.4 million termination fee, plus damages up to $25 million, is included in the deal, according to a form 8-K filing with the Securities and Exchange Commission.
"We are very pleased to announce this transaction, which provides substantial and immediate cash value to our shareholders," America First president and chief executive officer Jack Cassidy said in a company news release.
"We have been steadfastly committed to maximizing value for our shareholders, and we believe that this premium all-cash transaction with Sentinel is the best way to accomplish that goal."
Lazard Freres & Co. LLC advised America First, an equity real estate investment trust based in Omaha.
Sentinel Real Estate is an independently owned real estate advisory firm based in New York.
| Acquirer: | Sentinel Real Estate Corp.
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| Target: | America First Apartment Investors, Inc.
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| Transaction total: | $532 million
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| Price per share: | $25.30
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| Termination fee: | $8.4 million
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| Announcement date: | June 25
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| Expected closing: | Third quarter of 2007
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| Stock price for target: | Nasdaq: APRO: $22.54 on June 22
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