0001140361-24-032284.txt : 20240702
0001140361-24-032284.hdr.sgml : 20240702
20240702214801
ACCESSION NUMBER: 0001140361-24-032284
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240628
FILED AS OF DATE: 20240702
DATE AS OF CHANGE: 20240702
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Beldin Paul
CENTRAL INDEX KEY: 0001349659
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39686
FILM NUMBER: 241098110
MAIL ADDRESS:
STREET 1: 4582 S. ULSTER STREET PARKWAY
STREET 2: SUITE 1100
CITY: DENVER
STATE: CO
ZIP: 80237
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Apartment Income REIT Corp.
CENTRAL INDEX KEY: 0001820877
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
ORGANIZATION NAME: 05 Real Estate & Construction
IRS NUMBER: 000000000
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4582 S. ULSTER STREET, SUITE 1700
CITY: DENVER
STATE: CO
ZIP: 80237
BUSINESS PHONE: (303) 757-8101
MAIL ADDRESS:
STREET 1: 4582 S. ULSTER STREET, SUITE 1700
CITY: DENVER
STATE: CO
ZIP: 80237
FORMER COMPANY:
FORMER CONFORMED NAME: AIMCO-LP, Inc.
DATE OF NAME CHANGE: 20200812
4
1
form4.xml
FORM 4
X0508
4
2024-06-28
true
0001820877
Apartment Income REIT Corp.
AIRC
0001349659
Beldin Paul
4582 S. ULSTER STREET
SUITE 1700
DENVER
CO
80237
true
EVP & CFO
false
Class A Common Stock
2024-06-28
4
D
0
55431
39.12
D
10481
D
Class A Common Stock
2024-06-28
4
D
0
10481
39.12
D
0
D
Stock Option (right to buy)
47.14
2024-06-28
4
D
0
6227
D
2030-01-28
Class A Common Stock
6227
0
D
Stock Option (right to buy)
39
2024-06-28
4
D
0
3160
D
2027-01-31
Class A Common Stock
3160
0
D
Stock Option (right to buy)
34.28
2024-06-28
4
D
0
18109
D
2026-01-26
Class A Common Stock
18109
0
D
On June 28, 2024, the Issuer was acquired by Apex Purchaser LLC, Aries Purchaser LLC and Astro Purchaser LLC (collectively, the "Parent Entities"), pursuant to that certain Agreement and Plan of Merger entered into by and among the Issuer, the Parent Entities and Astro Merger Sub, Inc., a wholly owned subsidiary of the Parent Entities and an affiliate of Blackstone Real Estate Partners X L.P. ("Merger Sub"), dated as of April 7, 2024 (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer surviving such merger as a wholly-owned subsidiary of the Parent Entities (the "Merger").
At the effective time of the Merger (the "Effective Time"), each share of the Issuer's Class A common stock outstanding immediately prior to the Effective Time (other than certain excluded shares) was automatically canceled and converted into the right to receive $39.12 in cash, without interest and subject to any required withholding taxes (the "Merger Consideration").
Reflects unvested time-based restricted stock awards. At the Effective Time, each Issuer restricted stock award outstanding immediately prior to the Effective Time, whether vested or unvested, was automatically canceled and converted into the right to receive an amount in cash (without interest and subject to applicable withholdings), equal to the product obtained by multiplying (x) the aggregate number of shares of Class A Common Stock subject to such restricted stock award by (y) the Merger Consideration.
The option was fully vested.
At the Effective Time, each option outstanding immediately prior to the Effective Time, whether vested or unvested, was automatically canceled and converted into the right to receive an amount in cash equal to the fair value of such option as determined in accordance with the terms of the Merger Agreement.
/s/ Paul Beldin
2024-07-02