AGOURA HILLS, Calif. and
SCOTTSDALE, Ariz., March 1, 2016 /PRNewswire/ -- American Homes 4
Rent (NYSE: AMH) and American Residential Properties, Inc. (NYSE:
ARPI) announced today the completion of the previously announced
merger of the two companies at a total transaction value of
approximately $1.3 billion. In the
merger, American Homes 4 Rent issued approximately 38 million
common shares and limited partnership units and assumed or repaid a
total of approximately $0.8 billion
of American Residential Properties' debt. The stockholders of
American Residential Properties approved the merger at a meeting
held on February 26, 2016.
"We are delighted to announce the completion of our merger with
American Residential Properties, further establishing American
Homes 4 Rent as the largest publicly traded owner and operator of
single-family rental homes," stated David
Singelyn, American Homes 4 Rent's Chief Executive Officer.
"American Residential Properties owned a high-quality portfolio of
homes that fit strategically in our markets, offering significant
opportunities to capture further operating efficiencies on the
combined platform. Moving ahead, we look forward to the rapid
integration of the two platforms and to creating additional value
for the shareholders of the combined company, while strengthening
our position as a premier company in the single-family rental
sector."
In the merger, each share of American Residential Properties'
common stock and each limited partnership unit in its operating
partnership was exchanged for 1.135 common shares or limited
partnership units of American Homes 4 Rent. American Residential
Properties' stock and unit holders now own approximately 12.7% of
the outstanding common shares and units of American Homes 4
Rent.
American Homes 4 Rent will retain its corporate headquarters in
Agoura Hills, California.
The American Homes 4 Rent common shares will continue to trade
under the ticker symbol "AMH." The American Residential Properties
common stock no longer trades on the New York Stock Exchange.
The merger enhances the size of the largest publicly traded
single-family rental company. American Homes 4 Rent now owns more
than 47,000 homes in 22 states with at least 1,000 homes in each of
17 markets across the country, representing approximately 81% of
the homes in all markets, and at least 2,000 homes in each of 8
markets. American Homes 4 Rent has a total market capitalization of
approximately $8 billion (based on
American Homes 4 Rent's closing price on February 29, 2016) and an aggregate real estate
cost basis of approximately $8
billion. Given the geographic overlap of American Homes 4
Rent's and American Residential Properties' portfolios, operational
synergies are expected to be achieved by reducing duplicate
expenses for executive and supervisory property management
personnel, management information systems and other general and
administrative functions. In addition, the fixed costs of the
American Homes 4 Rent operating platform will support the larger
combined portfolio, so the merger is expected to be accretive to
American Homes 4 Rent's Core FFO per share.
Some of the homes to be acquired in the merger do not meet the
criteria of American Homes 4 Rent, which AMH intends to sell as
soon as practicable after the merger. Due to the timing of
the closing of the merger on February 29,
2016, the merger will be reflected in American Homes 4
Rent's financial reporting for the three months ending March 31, 2016.
In connection with the merger, Barclays served as lead financial
advisor to American Residential Properties with Raymond James also serving as financial advisor,
and Hunton & Williams LLP served as legal counsel. Hogan
Lovells US LLP served as legal counsel to American Homes 4
Rent.
Webcast and Conference Call Information
American
Homes 4 Rent management will host a conference call on March 8, 2016 at 11:00
a.m. Eastern Time to provide additional detailed information
regarding the benefits of the completed merger transaction.
The domestic dial-in number is (877) 705-6003 (for U.S. and
Canada) and the international
dial-in number is (201) 493-6725 (passcode not required). A
simultaneous audio webcast may be accessed by using the link at
www.americanhomes4rent.com, under "For Investors." A replay
of the conference call may be accessed through March 22, 2016, by calling (877) 870-5176 (U.S.
and Canada) or (858) 384-5517
(international), and entering the replay passcode number 13631385.
About American Homes 4 Rent
American Homes 4 Rent
(NYSE: AMH) is a leader in the single-family home rental industry
and "American Homes 4 Rent" is fast becoming a nationally
recognized brand for rental homes, known for high quality, good
value and tenant satisfaction. American Homes 4 Rent is an
internally managed Maryland real
estate investment trust, or REIT, focused on acquiring, renovating,
leasing and operating attractive, single-family homes as rental
properties. As of February 29, 2016,
American Homes 4 Rent owned approximately 47,910 single-family
properties, including the homes acquired as part of the merger with
American Residential Properties, Inc., in selected submarkets in 22
states.
Forward-Looking Statements
This press release
contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995, Section 27A
of the Securities Act of 1933, as amended, and Section 21E of
the Securities Exchange Act of 1934, as amended. These
forward-looking statements generally can be identified by use of
statements that include phrases such as "believe," "expect,"
"anticipate," "estimate," "intend," "plan," "will," "predicted,"
"likely," or other words or phrases of similar import. Such
statements involve known and unknown risks, uncertainties, and
other factors that may cause the actual results, performance, or
achievements of American Homes 4 Rent to be materially different
from future results, performance or achievements expressed or
implied by such forward-looking statements. Such factors include,
but are not limited to, failure to plan and manage the merger
effectively and efficiently; the possibility that the anticipated
benefits from the merger may not be realized or may take longer
than anticipated; unexpected costs or unexpected liabilities that
may arise from the merger; the outcome of any legal proceedings
that have been or may be instituted against American Homes 4 Rent
or others relating to the merger; the ability of American Homes 4
Rent to successfully integrate pending transactions and implement
its operating strategy; changes in economic cycles; and competition
within the single-family residential rental industry; the demand
for and market acceptance of American Homes 4 Rent's properties for
rental purposes. Although American Homes 4 Rent believes that the
assumptions underlying the forward-looking statements contained
herein are reasonable, any of the assumptions could be inaccurate,
and therefore there can be no assurance that such statements
included in this press release will prove to be accurate. In light
of the significant uncertainties inherent in the forward-looking
statements included herein, the inclusion of such information
should not be regarded as a representation by American Homes 4 Rent
or any other person that the results or conditions described in
such statements or the objectives and plans of American Homes 4
Rent will be achieved. Certain factors that could cause actual
results to differ materially from these forward-looking statements
are listed from time to time in American Homes 4 Rent's SEC
reports, including, but not limited to, in the section entitled
"Item 1A. Risk Factors" in the Annual Report on Form 10-K
filed by American Homes 4 Rent with the SEC on February 26, 2016. Any forward-looking statement
speaks only as of the date of this press release and American Homes
4 Rent does not undertake any obligation to update or revise any
forward-looking statements, whether as a result of new developments
or otherwise.
Contact for American Homes 4 Rent
American Homes 4 Rent
Investor Relations
Phone: (855) 794-2447
Email: investors@ah4r.com
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SOURCE American Homes 4 Rent