Spirit Realty, CCPT II Complete $7.4 Billion Merger

by Nate Hunter

Phoenix — The new company will operate under the Spirit Realty Capital brand name.

Phoenix — Six months after announcing their merger, Spirit Realty Capital Inc. and Cole Credit Property Trust II Inc. (CCPT II) have finalized the $7.4 billion agreement, with the new company operating under the Spirit Realty Capital brand name. The stock, operating under the ticker symbol SRC, trades on the New York Stock Exchange.

The stockholders of the companies approved the transaction at meetings that took place on June 12. The combined company is one of the largest publicly traded net-lease real estate investment trusts (REITs) in the United States, owning approximately 1,900 properties in 48 states.

“The successful completion of this transformative merger establishes us as one of the leaders in the dynamic and attractive net-lease sector of the REIT market, which continues to be an area of increasing focus for institutional investors,” says Thomas H. Nolan Jr., chairman and CEO of Spirit Realty Capital. “By combining with CCPT II, we have made significant progress on the strategic objectives we articulated at the time of our IPO less than one year ago.”

The management team of Spirit Realty Capital will lead the combined company, along with a nine-member board of directors, seven of whom are existing board members of Spirit Realty Capital and two of whom were designated by CCPT II.

“From the outset, we have been confident that this transaction is in the best interest of stockholders,” says Marc Nemer, CEO of Cole Real Estate Investments, Inc., parent company of CCPT II’s sponsor. “Our commitment to a disciplined investment philosophy of acquiring income-producing properties, net-leased long term to creditworthy tenants, allowed CCPT II to meet its investment objectives, despite a very challenging time in the real estate cycle.”

Spirit Realty Capital has chosen American Stock Transfer & Trust Company LLC as the combined company’s transfer agent. Barclays served as financial advisor to Spirit Realty Capital and Latham & Watkins LLP served as legal advisor to Spirit Realty Capital. Morgan Stanley and UBS Investment Bank served as financial advisors to CCPT II, and Goodwin Procter LLP served as legal advisor to CCPT II. Gleacher & Co. served as financial advisor to the special committee of CCPT II and Ropes & Gray served as legal advisor to the special committee of CCPT II.


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