Brookfield - Blackstone to buy Trizec for $8.9B

Health Care Properties to buy CNL Retirement for $5.2B

Shurgard accepts Public Storage's bear hug offer

Affordable Residential to discontinue REIT status

Blackstone to buy CarrAmerica for $5.6B

GE to buy Arden Realty for $3.2B

CalPERS and LaSalle to buy CenterPoint

Morgan Stanley fund to buy AMLI Residential 

Brandywine Realty to merge with Prentiss Properties 

ARC cuts dividend; changes management  

Timber company to convert to REIT

DRA Advisors to buy Capital Automotive

Equity One drops unsolicited bid for Cedar Shopping

Public Storage makes unsolicited bid for Shurgard

DRA Advisors to buy CRT Properties 

Wells files for $3 billion common stock offering

ING Clarion to buy Gables Residential

ProLogis to buy rival REIT, Catellus Development

General Growth Properties closes acquisition of Rouse

Maryland court ruled against plaintiff's claims that
process used to sell Rouse favored GGP 

Maryland Code

• Corporations & Associations: Title 8
  Real Estate Investment Trusts
• Maryland has one of the few specialized state REIT statutes
• About two-thirds of publicly-traded REITs are incorporated in Maryland

National Association of REITs

REIT Subsectors - From Nasdaq site:

Diversified

Healthcare

Hotel / Motel

Industrial

Office

Residential

Retail

Announced 6.05.06

• Press release
• Schedule 13D

Advisors

• Brookfield: Goodwin Proctor
• Blackstone: Simpson Thacher
• Trizec: Morgan Stanley / JPMorgan / Hogan & Hartson
• Trizec Canada:  RBC Capital Markets / Davies Ward

Agreements

• Merger agreement
• Support agreement
• Support agreement

Merger will create largest US healthcare REIT

• For 13.50 per share; $5.2 billion total

• $4.8B, including assumed debt

Announced 5.02.06

• Press release
• Slide presentation
• Conference call transcript

Advisors

• HCP: USB Securities / Cohen & Steers / Sullivan & Cromwell
• CRP:  Banc of America / Greenberg Traurig / Akin Gump

Agreements

• Merger agreement

Private equity firm to buy commercial office REIT

• For $44.75 per share; $5.6 billion total

• CRE stock chart

Announced 3.06.06

• Press release
• Form 8-K

Advisors

• Blackstone: Citigroup / Bank of America / Deutsche Bank / Simpson Thacher
• CRE: Goldman Sachs / Hogan & Hartson

Proxy solicitation

Agreements

• Merger agreement

GE Real Estate to buy commercial office REIT

• For $45.25 per share; $3.2 billion total

• $4.8B, including assumed debt

• Trizec to buy Southern California properties for $1.6B

Announced 12.22.05

Closed 5.02.06

Advisors

Proxy solicitation

Agreements

CalEast to buy Chicago-centered industrial  REIT

• Partnership of CalPERS and LaSalle Industrial Investors
• $3.4 billion transaction, including assumed debt
• $50 per CNT share

Announced 12.07.05

Closed 3.08.06

Advisors

Proxy solicitation

Agreements

Morgan Stanley fund buys residential REIT

• $2.1 billion transaction
• $37.75 per AMLI share

Announced 10.24.05

Closed 2.10.06

Proxy solicitation

Will create one of the largest office REITs in the US

• $3.3 billion transaction
• Prudential Real Estate Investors (PREI) will acquire $753 million of Prentiss Properties assets
• $21.50 plus 0.69 BDN common share, per PP share
• BDN stock chart 

Announced 10.03.05

Closed 1.09.06

Proxy solicitation

Agreements

Investment group to buy specialized REIT

• Group led by DRA Advisors
• To buy auto retail REIT for $38.75 per share
• $3.4 billion total, including assumed debt

Announced 9.06.05

Closed 12.30.05

Advisors

Agreements

Proxy solicitation

Timber company to convert to a REIT

• Will dividend $440-$480 million of undistributed earnings and profits ("E&P") to stockholders
• Move nonqualifying operations to a taxable non-REIT sub
• PCH stock chart

Announced 9.19.05

Form S-4

One REIT bear hugs another after it refuses to negotiate

• Press release 8.01.05
• Slide presentation
• Initial offer

• Exchange 0.80 PSA share per SHU share
• Valued at $53.40 per SHU share
• Taxable transaction
• SHU stock chart   PSU stock chart

• Shurgard initially rejected PSU's proposal

• Press release 8.01.05

Target accepts sweetened offer

SEC_CODE_REF_0090001192884

Advisors

Proxy solicitation

Agreements

Investment group to buy office REIT

• Group led by DRA Advisors
• $27.80 per share
• $936 million total; $1.7 billion including assumed debt

Advisors

Announced 6.17.05

Closed 9.27.05

Agreements

Proxy solicitation

Largest public to private multifamily REIT transaction

• $43.50 per share
• $2.8 billion total
• 14% premium to prior day's close

Advisors

Announced 6.07.05

Closed 9.30.05

Agreements

Proxy solicitation

REIT buys rival REIT

• $3.6 billion equity value
• $4.9 billion enterprise value
• $21 billion total assets; 350 million sq ft
• PLD chart

Deal terms

Advisors

Announced 6.06.05

Closed 9.15.05

Proxy solicitation

Agreements

REIT buys another REIT

• $7.2 billion equity value
• $12.6 billion enterprise value
• Background
• Merger financing
• Maryland court ruled against plaintiff's claims
  that sale process favored GGP 

Deal terms

Advisors

Announced 8.20.04

Closed 11.12.04

Agreements

Proxy solicitation

Contingent stock agreement

Shareholder litigation

Fairness opinions

Interim communications

Employee matters

Change of corporate structure to a REIT

• New entity acquires Aames Financial Corporation,
  a sub-prime mortgage lender
• With proceeds of related $550 million IPO
• AIC profile
• Friedman Billings
• Mayer Brown / Venable / Latham & Watkins

Announced 2.20.04

Closed 11.02.04

Prospectus

Proxy solicitation

Form S-11

REIT IPO of the largest owner / operator of
manufactured home communities in the US

• $465.7 mm of common shares sold at $19 per share
• $125 mm of 8.25% preferred stock sold at $25 per share
• ARC profile
• Citigroup / Merrill Lynch
• Skadden Arps / Clifford Chance

Prospectus - Common stock

Prospectus - Preferred stock

SEC Filings

Agreements