REAL ESTATE INVESTMENT
Bluerock Residential | December 21, 2021
Bluerock Residential Growth REIT, Inc. (NYSE American: BRG) (the "Company") today announced that it has entered into a definitive agreement with affiliates of Blackstone Real Estate ("Blackstone") under which Blackstone will acquire all outstanding shares of common stock of BRG for $24.25 per share in an all-cash transaction valued at $3.6 billion (the "Acquisition").
Under the terms of the agreement, Blackstone will acquire 30 multifamily properties comprising approximately 11,000 units as well as a loan book secured by 24 multifamily assets. The properties consist of high-quality garden-style assets with significant green space and resort-style amenities, built, on average, in 2000. The majority of the properties are located in Atlanta, Phoenix, Orlando, Denver and Austin.
Prior to the Acquisition, the Company separately intends to spin off its single-family rental business to its shareholders (the "Spin-Off" and together with the Acquisition, the "Transaction") through the taxable distribution to shareholders of all of the outstanding shares of common stock of a newly formed real estate investment trust named Bluerock Homes Trust, Inc. ("BHOM"), which will be externally managed by an affiliate of Bluerock Real Estate. BHOM will own interests in approximately 3,400 homes, including 2,000 through preferred/mezzanine investments, located in fast growing, high quality of life and knowledge economy markets across the United States. The Company's shareholders will receive shares of BHOM, with a current implied Net Asset Value estimated at $5.60 (based on the midpoint of the valuation range provided by Duff & Phelps, independent financial advisor to the Company's board of directors), for each share of Company common stock. There can be no assurance that the trading price upon a listing of BHOM will be equal to or greater than this estimated NAV.
The Transaction has been unanimously approved by the Company's board of directors and the Acquisition, excluding the value of BHOM, represents a premium of approximately 124% over the unaffected closing stock price on September 15, 2021, the date prior to a media article reporting that the Company was exploring strategic options including a sale.
We are very proud to enter into a transaction that delivers tremendous value to our shareholders. We believe the substantial premium to our historic trading price is a testament to our success in building a best-in-class institutional-quality multifamily apartment portfolio in our attractive knowledge-economy target markets, along with the robust process run by the board of directors and management to secure maximum value for our shareholders,"
Ramin Kamfar, Company Chairman and CEO.
Bluerock's portfolio consists of high-quality multifamily properties in markets across the U.S. experiencing some of the strongest fundamentals. We look forward to bringing our best-in-class management to these properties to ensure they continue to be operated at the highest standards for the benefit of tenants and the surrounding communities."
Asim Hamid, Senior Managing Director at Blackstone Real Estate
Completion of the Acquisition, which is currently expected to occur in the second quarter of 2022, is contingent upon consummation of the Spin-Off, as well as customary closing conditions, including the approval of the Company's shareholders, who will vote on the transaction at a special meeting on a date to be announced. The Acquisition is not contingent on receipt of financing by Blackstone.
Most members of the Company's senior management, along with certain entities related to them, have agreed to retain their interests in the Company's operating partnership, which will hold the assets related to the single-family rental business upon completion of the Spin-Off, rather than receiving cash consideration.
Morgan Stanley & Co. LLC and Eastdil Secured LLC are the Company's lead financial advisors with BofA Securities also serving as an advisor. Wachtell, Lipton, Rosen & Katz, Kaplan Voekler Cunningham & Frank, PLC, and Vinson & Elkins, LLP are serving as the Company's legal counsel. Barclays and Wells Fargo Securities LLC are Blackstone's financial advisors and Simpson Thacher & Bartlett LLP is Blackstone's legal advisor.
About Bluerock Residential Growth REIT, Inc.
Bluerock Residential Growth REIT, Inc. (NYSE American: BRG) is a real estate investment trust that focuses on developing and acquiring a diversified portfolio of institutional-quality highly amenitized live/work/play apartment communities in demographically attractive knowledge economy growth markets to appeal to the renter by choice. The Company's objective is to generate value through off-market/relationship-based transactions and, at the asset level, through value-add improvements to properties and to operations. BRG has elected to be taxed as a real estate investment trust (REIT) for U.S. federal income tax purposes.
About Blackstone Real Estate
Blackstone is a global leader in real estate investing. Blackstone's real estate business was founded in 1991 and has $230 billion of investor capital under management. Blackstone is the largest owner of commercial real estate globally, owning and operating assets across every major geography and sector, including logistics, multifamily and single-family housing, office, hospitality and retail. Our opportunistic funds seek to acquire undermanaged, well-located assets across the world. Blackstone's Core+ strategy comprises open-ended funds that invest in substantially stabilized real estate assets globally and Blackstone Real Estate Income Trust, Inc. (BREIT), a non-listed REIT that invests in U.S. income-generating assets. Blackstone Real Estate also operates one of the leading global real estate debt businesses, providing comprehensive financing solutions across the capital structure and risk spectrum, including management of Blackstone Mortgage Trust (NYSE: BXMT).
REAL ESTATE INVESTMENT
Marble Capital | April 11, 2022
Marble Capital, a Houston-based investment advisory firm focused on multi-family rental housing across the United States, announced that the firm has signed definitive agreements to enter into a partnership with Navigator Global Investments. The transaction is expected to close in late April 2022. In the deal, Navigator will purchase a minority stake in the business and become a passive, non-voting minority partner. Most of the capital will be used to support Marble Capital's near term growth initiatives, including funding larger general partner commitments to Marble Capital funds.
With Navigator, Marble will benefit from the deep experience and relationships of the Navigator leadership team. Additionally, as Navigator is a portfolio investment of Dyal, a division of Blue Owl, Marble is joining a broad ecosystem of leading alternative asset managers with access to a team that focuses on sharing insight into industry best practices and access to various capital providers. The partnership will allow the firm to invest more significantly in its various funds while also providing balance sheet capital to create and implement new products.
We are extremely pleased to partner with Navigator as we enter into the next stage of growth at Marble Capital. We believe Navigator's commitment to the company validates our stategy, underwriting process and the team we've assembled over the last five years."
Adam Allen, co-founder and managing principal at Marble Capital
David Oelfke, Marble Capital co-founder and managing principal added "a partnership with Navigator provides us a long term and aligned partner to accelerate certain growth initiatives, gain access to a deep industry network and best practices to leverage over time."
Michael Shepherd, Navigator Chairman commented "This is a strategic and compelling opportunity to partner with a successful and growing asset manager that brings diversification to our existing investment portfolio and will create value for Navigator shareholders. We look forward to continuing to support the Marble Capital team."
Colchester Partners LLC served as financial advisor to Marble on the transaction. Holland & Knight LLP served as legal counsel to Marble. Sidley Austin LLP served as legal counsel to Navigator.
About Marble Capital
Established in 2016, Marble Capital currently manages $1.4 billion in AUM across a series of closed-end private equity funds. The company provides flexible capital solutions for multifamily real estate developers and operators across the United States with a portfolio consisting of more than 20,000 multifamily units across US$4.5bn in transactions. Marble is headquartered in Houston, TX and is managed by a group of accomplished real estate professionals with 150 years of combined experience in real estate finance, capital markets, development and operations.
Navigator Global Investments Limited is a diversified asset management holding company dedicated to partnering with leading management teams who operate institutional quality businesses globally, primarily in the alternative investment management sector. Navigator has US$21.6 billion of AUM (31 December 2021) on an ownership adjusted basis across Lighthouse Partners and its strategic investment portfolio.
REAL ESTATE TECHNOLOGY
Institutional Property Advisors | May 18, 2022
Institutional Property Advisors, a division of Marcus & Millichap, announced the sale of Hudson on Farmer, a 171-unit boutique apartment asset in Downtown Tempe, Arizona. The property traded for $96 million, which represents $561,404 per unit.
Hudson on Farmer is supported by a highly educated population of over 620,700 working professionals throughout 16 major employment corridors within a 10-mile radius. Tempe’s outstanding demographics include average and median annual household incomes of $85,200 and $61,500, respectively.”
Steve Gebing, IPA executive managing director
Gebing and IPA executive managing director Cliff David represented the seller, 8th & Farmer Owner LLC, and procured the buyer, Ideal Capital Group. “Tempe is one of the best suburbs in Arizona for young professionals and this ambitious demographic has long been a key source of the city’s success,” added David.
Hudson on Farmer’s Mill Avenue District location places it in the geographical center of Greater Phoenix, close to ASU and steps from the city’s only Whole Foods Market. Downtown Tempe has a mix of treelined walkways and large office developments, including 20-acre, 2-million-square-foot Marina Heights, and Hayden’s Ferry Lakeside, a master-planned mixed-use development with 1.6 million square feet of office, retail and residential space. Major employers near Hudson on Farmer include State Farm, ADP, Silicon Valley Bank, and Microsoft. There is 18.5 million square feet of lifestyle amenities in close proximity, namely Tempe Marketplace, Mesa Riverview, and Sloan Park, the spring training home of the Chicago Cubs.
Completed in 2021, six-story Hudson on Farmer has open-concept apartment homes with full-size front-load washers and dryers, walk-in showers, and private balconies. The exclusive sixth floor has distinctive cabinetry with undermount lighting, premium closets, and reserved parking. The property’s common area accommodations include a resort-inspired, heated swimming pool and spa and second-story resident lounge with social space, a conference room, and workspaces accented by modern art and natural wood décor. The landscaped courtyard, with a covered outdoor dining area, barbecue grills, firepit, desert vegetation and misting system gives residents an added venue for entertaining. Additional community amenities include a fitness center, bike parking room and electric vehicle charging stations.
About Institutional Property Advisors (IPA)
Institutional Property Advisors (IPA) is a division of Marcus & Millichap, a leading commercial real estate services firm in North America. IPA’s combination of real estate investment and capital markets expertise, industry-leading technology, and acclaimed research offer customized solutions for the acquisition, disposition and financing of institutional properties and portfolios.
About Marcus & Millichap, Inc.
Marcus & Millichap, Inc. is a leading brokerage firm specializing in commercial real estate investment sales, financing, research and advisory services with offices throughout the United States and Canada. As of December 31, 2021, the company had 1,994 investment sales and financing professionals in 82 offices who provide investment brokerage and financing services to sellers and buyers of commercial real estate. The company also offers market research, consulting and advisory services to clients. Marcus & Millichap closed 13,255 transactions in 2021, with a sales volume of approximately $84.4 billion.
REAL ESTATE INVESTMENT
Toorak Capital Partners | March 15, 2022
Toorak Capital Partners, Inc., a leading capital provider to the residential real estate lending industry, announced the successful closing of TRK 2022-1, a $285 million securitization of residential bridge loans, following the closing of TRK 2022-INV1, a $363 million securitization of DSCR loans last month.
Toorak’s securitizations received investor demand despite a volatile and oversupplied market. To date, the company has issued $2.7+ billion in securitizations across nine deals, including six revolving transactions backed by bridge loans and three rated transactions backed by long-term investor loans on rental properties.
We are focused and proud of the social impact Toorak has had. In addition to aiding in the delivery and availability of units to the market, many of which are affordable, Toorak’s funding brings jobs and opportunities to areas that are often neglected by large investors. Our bridge loan borrowers are entrepreneurs who invest the funds we provide to hire and employ local workers, many with untraditional backgrounds and in low-income neighborhoods.”
John Beacham, Toorak CEO
The initial collateral underlying the TRK 2022-1 securitization consisted of 583 residential bridge loans that financed approximately 1,300 housing units, 78% of which are expected to be affordable upon rehabilitation and/or stabilization in their respective zip codes, where the median household income was close to $55,900.
The TRK 2022-INV1 securitization consisted of 1,254 rental mortgages that financed around 2,300 units, with an average underwritten rent of approximately $1,600 per unit, compared to a median household income of $55,700 in their respective zip codes.
With capital commitments from entities managed by KKR, a leading global investment firm, Toorak has revolutionized the way business purpose residential real estate lenders access capital. The firm was the first to link small-balance commercial and residential originators with institutional capital and has perfected this approach in the single-family residential bridge and 30-year single family rental lending space.
About Toorak Capital Partners
Toorak Capital Partners is an integrated correspondent lending platform based in Summit, NJ. Toorak acquires small-balance, business-purpose loans backed by residential, multifamily, and mixed-use properties throughout the U.S. and the U.K. Toorak acquires loans directly from lenders that originate high credit quality loans. Toorak’s principals have a deep understanding of mortgage credit in the residential and commercial space with backgrounds in real estate lending, capital markets, securitization, asset-liability management, asset management and credit. Since inception, Toorak has provided more than $7.5 billion in capital and funded over 20,000 business-purpose loans. Toorak-funded projects have renovated, stabilized or provided rental housing for close to 40,000 families to date – an average of approximately 1,000 families per month in 2021.