DENVER and NEW YORK, Jan. 31,
2017 /PRNewswire/ -- Farmland Partners Inc. ("FPI")
(NYSE: FPI) and American Farmland Company ("AFCO") (NYSE MKT: AFCO)
announced that the stockholders of both companies have approved the
proposed merger between FPI and AFCO. The merger is expected to
close on February 2, 2017 at which
time FPI will acquire all of the outstanding common stock of AFCO
in a stock-for-stock transaction. Shares of the combined
company's common stock will continue to trade under FPI's existing
ticker symbol "FPI" on the New York Stock Exchange.
The combined company will be the largest public farmland real
estate investment trust in the nation, spanning more than 144,000
acres across 16 states. On a consolidated basis, the combined
portfolio is expected to consist of approximately 75% primary row
crop farmland and 25% specialty crops (fresh fruits and vegetables
and permanent crops) by value. This composition of farmland closely
tracks the aggregate value of all U.S. agricultural production,
which FPI believes offers stockholders well diversified exposure to
high-quality U.S. farmland. FPI generally does not operate
properties; it leases its farmland to some of the leading producers
in the nation. Following the completion of the merger, FPI will
have more than 100 tenant farmers who grow more than 26 major
commercial crops, resulting in broad diversification across the
company's portfolio. FPI expects to consolidate AFCO's operations
into FPI's existing Denver-based
headquarters and to realize significant cost synergies through
eliminating duplicate administrative and other public company
costs. As a result of cost savings and higher capitalization rates
associated with specialty crops, FPI expects the transaction to be
approximately 10% accretive to FPI's AFFO per share in 2017,
growing to 20% accretive as synergies are fully realized.
Commenting on the merger, Paul
Pittman, FPI Chairman and CEO, said, "The strong support of
our and AFCO's stockholders underscores the value of this
transaction. AFCO's high-quality assets will further increase FPI's
diversification across crops and geographies. As a result of
increased scale, we expect to realize a reduction in overall costs
as a percentage of portfolio value, creating superior value for our
and AFCO's stockholders. We also look forward to working with the
exceptional tenants who operate on AFCO's farms."
Vote Results and Closing
Approximately 54.65% of the outstanding shares of FPI common
stock voted at the FPI special meeting, with approximately 96.22%
of the votes cast in favor of the issuance of shares of FPI common
stock in connection with the proposed merger.
Approximately 64.61% of the outstanding shares of AFCO common
stock voted at the AFCO special meeting, with approximately 99.64%
of the votes cast in favor of the proposed merger.
Subject to the satisfaction or waiver of the remaining
conditions to the closing of the merger, the merger is expected to
close on February 2, 2017. Upon
the consummation of the merger, each former share of AFCO common
stock will be automatically converted into the right to receive
0.7417 shares of FPI common stock, and each former AFCO operating
partnership unit will be automatically converted into the right to
receive 0.7417 FPI operating partnership units, with cash paid for
any fractional shares or units that an AFCO stockholder or
unitholder would otherwise be entitled to receive. In addition,
each former restricted stock unit of AFCO that has become fully
earned and vested in accordance with its terms will be
automatically converted into the right to receive 0.7417 shares of
FPI common stock. Shares of AFCO common stock are expected to be
delisted after the close of trading on February
2, 2017.
About Farmland Partners Inc.
Farmland Partners Inc. is an internally managed real estate
company that owns and seeks to acquire high-quality North American
farmland and makes loans to farmers secured by farm real
estate. As of the date of this release, FPI owns or has under
contract over 144,000 acres in Alabama, Arkansas, California, Colorado, Florida, Georgia, Illinois, Kansas, Louisiana, Michigan, Mississippi, Nebraska, North
Carolina, South Carolina,
Texas and Virginia. FPI elected to be taxed as a
real estate investment trust, or REIT, for U.S. federal income tax
purposes, commencing with the taxable year ended December 31, 2014.
About American Farmland Company
American Farmland Company is an internally managed real estate
investment trust and a Maryland
corporation focused on owning and acquiring a diversified portfolio
of high-quality farmland, consisting of mature permanent,
specialty/vegetable row and commodity row crop farms, as well as
farmland development, located in select major agricultural regions
throughout the United States. As
of the date of this release, AFCO's portfolio consists of 21 farms
in aggregate located on both coasts as well as in the Corn Belt and
the Delta regions and consists of approximately 17,800 gross acres
of farmland, with more than 21 major crop types (approximately 40
when including crop varieties).
Forward-Looking Statements
This press release may contain certain forward-looking
statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended, including statements about
potential cost savings, capitalization rates and accretion to FPI's
AFFO per share. Words such as "expects," "anticipates," "intends,"
"plans," "believes," "seeks," "estimates," variations of such words
and similar expressions are intended to identify such
forward-looking statements, which generally are not historical in
nature. Such forward-looking statements include, but are not
limited to, statements about the expected timing of the closing of
the merger. All statements that address events or developments that
we expect or anticipate will occur in the future are
forward-looking statements. These statements are not guarantees of
future events and involve certain risks, uncertainties and
assumptions that are difficult to predict. Although we believe the
expectations reflected in any forward-looking statements are based
on reasonable assumptions, we can give no assurance that our
expectations will be attained and therefore, actual outcomes and
results may differ materially from what is expressed or forecasted
in such forward-looking statements. Some of the factors that may
affect outcomes and results include, but are not limited to:
(1) the occurrence of any event, change or other circumstances
that could give rise to the termination of the merger agreement;
(2) the outcome of any legal proceedings that may be
instituted against FPI, Farmland Partners Operating Partnership,
LP, AFCO and others following announcement of the merger agreement;
(3) the inability to complete the merger.
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/farmland-partners-inc-and-american-farmland-company-stockholders-approve-merger---expected-to-close-on-february-2-2017-300399837.html
SOURCE Farmland Partners Inc.
