WPT Industrial Real Estate Investment Trust Acquired by Blackstone Real Estate Income Trust in US$3.1 Billion Transaction
|Areas||Mergers and Acquisitions|
Goodmans represented Blackstone Real Estate Investment Trust in its acquisition of WPT Industrial Real Estate Investment Trust in a transaction valued at US$3.1 Billion.
The Transaction is structured as a statutory plan of arrangement under the Business Corporations Act (British Columbia). Completion of the Transaction is subject to customary conditions, including approval of at least 66 2/3% of the votes cast by WPT unitholders at a special meeting of WPT unitholders, approval of at least a majority of the votes cast by WPT unitholders, excluding votes held by certain unitholders who also hold Class B units of a subsidiary of WPT at such meeting and court approval.
As part of the Transaction, WPT has agreed that distributions for the months of August 2021, September 2021, October 2021 and the first half of November 2021 will be suspended. If the Transaction has not closed by November 15, 2021, WPT intends to reinstate the monthly distribution for periods commencing November 16, 2021 and to pay a distribution in respect of November pro rated for the number of days following November 15, 2021 up to the date prior to closing or to the end of the month in the event closing does not occur in November and for subsequent months pro rated for the number of days in the month up to the date prior to closing.
The Arrangement Agreement provides for, among other things, customary representations, warranties and covenants, including customary non-solicitation covenants from WPT, subject to the ability of the Board of Trustees of WPT to negotiate and accept a superior proposal in certain circumstances, with a "right to match" in favour of BREIT, and conditioned upon payment of a US$73.8 million termination fee to BREIT. In certain circumstances, BREIT is required to pay a US$236.1 million break fee to WPT upon the termination of the Arrangement Agreement.