Apartment Income REIT Corp. (NYSE:AIRC) (“AIR Communities” or
the “Company”) today announced that Glass, Lewis & Co. (“Glass
Lewis”), another leading independent proxy advisory firm, has
joined Institutional Shareholder Services Inc. (“ISS”), in
recommending that stockholders vote “FOR” the proposal to
approve the previously announced all-cash acquisition of the
Company by Blackstone Real Estate Partners X (“Blackstone”), at the
Company’s upcoming Special Meeting of Stockholders (the “Special
Meeting”) scheduled for June 25, 2024 at 10:00 a.m., Mountain
Time.
As previously announced, the Company and affiliates of
Blackstone have entered into a definitive merger agreement,
pursuant to which such affiliates have agreed to acquire the
outstanding shares of common stock of the Company for $39.12 per
share. The proposed acquisition is expected to be completed on or
about June 28, 2024, subject to approval by the Company’s
stockholders and the satisfaction or waiver of other customary
closing conditions.
The Company’s Board of Directors recommends that you vote
“FOR” the proposed merger. All stockholders of record as of the
close of business on May 13, 2024 are entitled to vote at the
Special Meeting.
The Company’s stockholders are reminded that their vote is
extremely important, no matter how many shares they own. To follow
the recommendations of Glass Lewis, ISS, and the Company’s Board of
Directors for the merger proposal, stockholders should vote
“FOR” the merger proposal today.
If you have any questions about the Special Meeting or need
assistance voting your shares, please contact our proxy solicitor,
MacKenzie Partners, Inc., by email at proxy@mackenziepartners.com
or by phone at (800) 322-2885.
About Apartment Income REIT Corp. (AIR Communities)
Apartment Income REIT Corp (NYSE: AIRC) is a publicly traded,
self-administered real estate investment trust. AIR’s portfolio
comprises 77 communities totaling 27,385 apartment homes located in
10 states and the District of Columbia. AIR offers a simple,
predictable business model with focus on what we call the AIR Edge,
the cumulative result of our focus on resident selection,
satisfaction, and retention, as well as relentless innovation in
delivering best-in-class property management. The AIR Edge is a
durable operating advantage in driving organic growth, as well as
making possible the opportunity for excess returns for properties
new to AIR’s platform. For additional information, please visit
aircommunities.com.
Cautionary Statement Regarding Forward-Looking
Statements
This communication includes certain disclosures which contain
“forward-looking statements” within the meaning of the federal
securities laws, including but not limited to those statements
related to the merger, including financial estimates and statements
as to the expected timing, completion and effects of the merger.
You can identify forward-looking statements because they contain
words such as “expect,” “believe,” “target,” “project,” “goals,”
“estimate,” “potential,” “predict,” “may,” “will,” “might,”
“could,” “forecast,” “outlook” and variations of these terms or the
negative of these terms and similar expressions. Forward-looking
statements, including statements regarding the merger, are based on
the Company’s current expectations and assumptions. Because
forward-looking statements relate to the future, they are subject
to inherent uncertainties, risks and changes in circumstances that
may differ materially from those contemplated by the
forward-looking statements, which are neither statements of
historical fact nor guarantees or assurances of future
performance.
Important factors, risks and uncertainties that could cause
actual results to differ materially from such plans, estimates or
expectations include but are not limited to: (i) the parties’
ability to complete the merger on the anticipated terms and timing,
or at all, including the Company’s ability to obtain the required
stockholder approval, and the parties’ ability to satisfy the other
conditions to the completion of the merger; (ii) potential
litigation relating to the merger that could be instituted against
the Company or its directors, managers or officers, including the
effects of any outcomes related thereto; (iii) the risk that
disruptions from the merger will harm the Company’s business,
including current plans and operations, including during the
pendency of the merger; (iv) the ability of the Company to retain
and hire key personnel; (v) potential adverse reactions or changes
to business relationships resulting from the announcement or
completion of the merger; (vi) legislative, regulatory and economic
developments; (vii) potential business uncertainty, including
changes to existing business relationships, during the pendency of
the merger that could affect the Company’s financial performance;
(viii) certain restrictions during the pendency of the merger that
may impact the Company’s ability to pursue certain business
opportunities or strategic transactions; (ix) unpredictability and
severity of catastrophic events, including but not limited to acts
of terrorism, outbreaks of war or hostilities or the COVID-19
pandemic, as well as management’s response to any of the
aforementioned factors; (x) the possibility that the merger may be
more expensive to complete than anticipated, including as a result
of unexpected factors or events; (xi) the occurrence of any event,
change or other circumstance that could give rise to the
termination of the merger, including in circumstances requiring the
Company to pay a termination fee; (xii) those risks and
uncertainties set forth under the headings “Special Note Regarding
Forward Looking Statements” and “Risk Factors” in the Company’s
most recent Annual Report on Form 10-K, as such risk factors may be
amended, supplemented or superseded from time to time by other
reports filed by the Company with the Securities and Exchange
Commission (the “SEC”) from time to time, which are available via
the SEC’s website at www.sec.gov; and (xiii) those risks that are
described in the proxy statement that was filed with the SEC and
available from the sources indicated below.
These risks, as well as other risks associated with the merger,
are more fully discussed in the proxy statement filed by the
Company with the SEC in connection with the merger. There can be no
assurance that the merger will be completed, or if it is completed,
that it will close within the anticipated time period. These
factors should not be construed as exhaustive and should be read in
conjunction with the other forward-looking statements. The
forward-looking statements relate only to events as of the date on
which the statements are made. The Company does not undertake any
obligation to publicly update or review any forward-looking
statement except as required by law, whether as a result of new
information, future developments or otherwise. If one or more of
these or other risks or uncertainties materialize, or if our
underlying assumptions prove to be incorrect, our actual results
may vary materially from what we may have expressed or implied by
these forward-looking statements. We caution that you should not
place undue reliance on any of our forward-looking statements. You
should specifically consider the factors identified in this
communication that could cause actual results to differ.
Furthermore, new risks and uncertainties arise from time to time,
and it is impossible for us to predict those events or how they may
affect the Company.
Important Additional Information and Where to Find It
This communication is being made in connection with the merger.
In connection with the merger, the Company has filed a proxy
statement on May 21, 2024 and certain other documents regarding the
merger with the SEC. The definitive proxy statement has been mailed
to stockholders of the Company. This communication does not
constitute an offer to sell or the solicitation of an offer to buy
any securities. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION,
STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT FILED WITH THE
SEC (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER
RELEVANT DOCUMENTS THAT HAVE BEEN FILED OR WILL BE FILED WITH THE
SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE
BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT
THE MERGER. Stockholders may obtain, free of charge, copies of such
documents filed by the Company when filed with the SEC in
connection with the merger at the SEC’s website
(http://www.sec.gov). In addition, the Company’s stockholders will
be able to obtain, free of charge, copies of such documents filed
by the Company at the Company’s website (www.aircommunities.com).
Alternatively, these documents, when available, can be obtained
free of charge from the Company upon written request to the Company
at 4582 South Ulster Street, Suite 1700, Denver, Colorado
80237.
Participants in the Solicitation
The Company and certain of its directors, executive officers and
other employees may be deemed to be participants in the
solicitation of proxies from stockholders of the Company in
connection with the merger. Additional information regarding the
identity of the participants, and their respective direct and
indirect interests in the merger, by security holdings or
otherwise, are set forth in the definitive proxy statement and
other relevant materials filed with the SEC in connection with the
merger (if and when they become available). You may obtain free
copies of these documents using the sources indicated above.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240613162957/en/
AIR Communities: Matthew O’Grady, Executive Vice
President, Capital Markets (303) 691-4566
matthew.ogrady@aircommunities.com Additional Investor
Contact: Mackenzie Partners, Inc. Jeanne Carr (212)
929-5916
Apartment Income REIT (NYSE:AIRC)
過去 株価チャート
から 10 2024 まで 11 2024
Apartment Income REIT (NYSE:AIRC)
過去 株価チャート
から 11 2023 まで 11 2024
