UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 31, 2015
EXCEL TRUST, INC.
(BRE Retail Centers Corp as successor by merger to Excel Trust, Inc.)
EXCEL TRUST, L.P.
(Exact name of registrant as specified in its charter)
| Maryland | 001-34698 (Excel Trust, Inc.) | 27-1493212 (Excel Trust, Inc.) | ||
| Delaware | 000-54962 (Excel Trust, L.P.) | 27-1495445 (Excel Trust, L.P.) | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File No.) | (I.R.S. Employer Identification No.) |
17140 Bernardo Center Drive, Suite 300
San Diego, California 92128
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (858) 613-1800
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 8.01. | Other Events. |
On July 31, 2015, Excel Trust, Inc. issued a press release, attached hereto as Exhibit 99.1 and incorporated herein by reference, announcing the completion of its previously announced acquisition by an affiliate of The Blackstone Group L.P.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit |
Description of Exhibit | |
| 99.1 | Press release, dated July 31, 2015. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, BRE Retail Centers Corp (as successor by merger to Excel Trust, Inc.) and Excel Trust, L.P. have each duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: July 31, 2015 |
BRE RETAIL CENTERS CORP | |||
| By: | /s/ James Y. Nakagawa | |||
| Name: | James Y. Nakagawa | |||
| Title: | Chief Financial Officer | |||
| EXCEL TRUST, L.P. | ||||
| By: | BRE Retail Centers Corp, | |||
| its General Partner | ||||
| By: | /s/ James Y. Nakagawa | |||
| Name: | James Y. Nakagawa | |||
| Title: | Chief Financial Officer | |||
EXHIBIT INDEX
| Exhibit |
Description of Exhibit | |
| 99.1 | Press release, dated July 31, 2015. | |
Exhibit 99.1
Blackstone Completes Acquisition of Excel Trust
SAN DIEGO, CA – July 31, 2015 – Excel Trust, Inc. (NYSE: EXL) reported today the completion of its previously announced acquisition by Blackstone.
Gary B. Sabin, Chairman and Chief Executive Officer of Excel Trust, stated, “In 2010 we set out to assemble a strong portfolio of open-air centers that would generate attractive returns. We greatly appreciate the trust our shareholders placed in us, and are pleased to see our efforts validated through this transaction with Blackstone.”
Pursuant to the acquisition, holders of shares of Excel Trust common stock will be entitled to receive $15.85 in cash, without interest, in exchange for each share they own. In connection with the closing of the transaction, all outstanding shares of the Company’s Series A preferred stock will be redeemed for $28.8993 per share in cash, and all outstanding shares of the Company’s Series B preferred stock will be redeemed for $25.0846 per share in cash. As a result of the transaction, Excel Trust stock will cease trading on the New York Stock Exchange.
Blackstone is making this investment through Blackstone Property Partners (“BPP”), its Core+ real estate investment unit. BPP targets substantially stabilized office, retail, industrial, and multifamily assets located in primary U.S. markets.
Morgan Stanley & Co. LLC acted as financial advisor to Excel Trust and Latham & Watkins LLP acted as Excel Trust’s legal advisor. Eastdil Secured / Wells Fargo Securities, LLC acted as Blackstone’s lead financial advisor, and Barclays also acted as a financial advisor in connection with the transaction. Simpson Thacher & Bartlett LLP acted as legal advisor to Blackstone.
About Excel Trust
Excel Trust, Inc. is a retail focused real estate investment trust (REIT) that primarily targets community shopping centers, power shopping centers, and grocery anchored neighborhood centers. The Company has elected to be treated as a REIT for U.S. federal income tax purposes. For more information, please visit www.exceltrust.com.
About Blackstone
Blackstone is a global leader in real estate investing. Blackstone’s real estate business was founded in 1991 and has approximately $92 billion in investor capital under management. Blackstone’s real estate portfolio includes hotel, office, retail, industrial and residential properties in the US, Europe, Asia and Latin America. Major holdings include Hilton Worldwide, Invitation Homes (single family homes), Logicor (pan-European logistics), SCP (Chinese shopping malls), and prime office buildings in the world’s major cities. Blackstone real estate also operates one of the leading real estate finance platforms, including management of the publicly traded Blackstone Mortgage Trust.
Contacts:
For Excel Trust
Greg Davis
VP Capital Markets & Investor Relations
858 798 1464
info@exceltrust.com
For Blackstone
Peter Rose
Senior Managing Director
212 583 5871
Peter.rose@blackstone.com
Source: Excel Trust