Another deal, more interesting financing
American Realty Trust, Inc. and EQK Realty Investors I Announce Merger
DALLAS and ATLANTA, Dec. 23 /PRNewswire/ -- American Realty Trust, Inc.
(NYSE: ARB - news; ''ART'') and EQK Realty Investors I (NYSE: EKR - news
; ''EQK'') today announced that they have executed a definitive merger
agreement whereby an affiliate of ART will merge with and into EQK, with
EQK being the surviving corporation. ART has also executed definitive
agreements to purchase an aggregate of 2,269,356 EQK shares from
Equitable Realty Portfolio Management, Inc., an affiliate of EQK, and
one other private institutional investor. Pursuant to the merger and
stock purchase agreements, ART will acquire approximately 49% of the
equity interest in EQK.
The consideration to be paid to each EQK shareholder in connection with
the merger will consist of (i) 0.0616 of a share of ART's Series F
Cumulative Convertible Preferred Stock having a par value of $2.00 per
share and a liquidation value of $10.00 per share (''ART Preferred
Shares'') and (ii) $0.256 in cash for each EQK share owned by such EQK
shareholder as of a record date to be specified. ART will be entitled to
receive 4,804,761 newly issued EQK shares as consideration for the
merger. An application will be made to list the ART Preferred Shares for
trading on the New York Stock Exchange.
The consideration to be paid for the stock purchase from Equitable
Realty Portfolio Management, Inc. and the private institutional investor
will consist of 0.185 of an ART Preferred Share per EQK share acquired.
The merger is subject to, among other things, the approval of EQK's
shareholder's. The terms and conditions of the merger will be set forth
in a Registration Statement that ART will file with the Securities and
Exchange Commission (''SEC''). Neither the merger nor the related
transactions will occur prior to the time the Registration Statement, as
amended, has been declared effective by the SEC. |
