The two firms entered into an agreement in which JER wouldassume Highland's approximately $260-million existing debt andacquire all of its outstanding common stock and operatingpartnership units for $19.50 per share. As part of the acquisitionagreement, no future dividends will be paid on the commonstock.
The purchase price is a 15% premium over Highland's three-monthaverage closing share price, according to the companies. Should themerger close, JER will add 27 hotel properties with an aggregate of8,379 rooms in 14 states and DC to its portfolio. The firm nowholds an interest in more than 17,000 rooms in 170 properties.
Bear, Stearns & Co. Inc. and Merrill Lynch & Co. actedas financial advisors to Highland. Hogan & Hartson LLP was itslegal advisor. Wachovia Securities and Citi were JER's financialadvisors. Acquisition financing is being provided by Wachovia Bank.O'Melveny & Myers LLP, Allen & Overy LLP and Venable LLPacted as JER's counsel.
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Erika Morphy
Erika Morphy has been writing about commercial real estate at GlobeSt.com for more than ten years, covering the capital markets, the Mid-Atlantic region and national topics. She's a nerd so favorite examples of the former include accounting standards, Basel III and what Congress is brewing.
