CARLSBAD, CA—HomeFed Corporation has agreed to acquire subsidiaries and investments of Leucadia National Corporation and cash in the aggregate amount of approximately $18.4 million. The deal includes the issuance by HomeFed of 7.5 million new unregistered shares of its common stock to Leucadia.

Upon the closing of the transaction, Leucadia will own approximately 65% of HomeFed’s outstanding shares of common stock; however, Leucadia has agreed to limit its voting rights such that it will not have a majority voting interest in HomeFed. As part of its review and analysis of the acquisition, an independent committee of the HomeFed board of directors received a fairness opinion from Duff & Phelps LLC, as its financial advisor.

Paul Borden, president and CEO of HomeFed, said that “the acquisition of these properties from Leucadia provides HomeFed with an extraordinary opportunity to drive long term earnings growth and to increase shareholder value. We already have a solid asset base and these new properties complement that base while also adding significant diversity to our existing real estate portfolio. Management and our board of directors are pleased that we were able to reach an agreement with Leucadia to acquire such a unique set of assets.”

The transaction is expected to close this month and is subject to obtaining certain consents and other customary closing conditions.