FARMLAND PARTNERS, AMERICAN FARMLAND CO FINALIZE MERGER
Feb. 3, 2017
Source: Farmland Partners news release
Farmland Partners Inc. ("FPI") (NYSE: FPI) today announced the completion of its previously announced merger with American Farmland Company ("AFCO"), forming the largest public farmland real estate investment trust in the United States with a total market capitalization of approximately $400 million.
The transaction was previously approved by both companies' stockholders at their respective special meetings held on January 31, 2017. The combined company, headquartered in Denver, Colorado, retained the Farmland Partners name and trades under the existing ticker symbol "FPI" on the New York Stock Exchange.
Commenting on the merger, Paul Pittman, FPI Chairman and CEO, said, "We are now the largest, most diversified, most liquid REIT investing in farmland - and we look forward to continued accretive growth."
Paul A. Pittman continues to serve as Chief Executive Officer and Chairman of the Board of Directors for the combined company. Luca Fabbri continues to serve as Chief Financial Officer and Treasurer for the combined company. Robert L. Cowan, former President and Chief Investment Officer of AFCO, joined the combined company as its President. Concurrently with the completion of the merger, the number of directors on FPI's Board of Directors was increased to eight, and D. Dixon Boardman, former Chairman of the Board of Directors of AFCO, and Thomas S.T. Gimbel, former Chief Executive Officer and director of AFCO, joined the six existing members on FPI's Board of Directors.
The combined company is expected to benefit from the elimination of duplicative costs associated with supporting a public company platform. As a result of these 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.
The combined company is 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 consists 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. FPI now has over 100 tenant farmers who grow more than 26 major commercial crops, resulting in broad diversification across the combined company's portfolio.
As a result of the merger, each former share of AFCO common stock was converted into 0.7417 shares of newly issued FPI common stock and each unit of limited partnership interest in AFCO's operating partnership was converted into 0.7417 common units of limited partnership interest in FPI's operating partnership.
Continuing FPI stockholders and former AFCO common stockholders hold approximately 60.89% and 39.11%, respectively, of the issued and outstanding shares of common stock of the combined company. Effective as of the completion of the merger, shares of AFCO common stock are no longer traded on the NYSE MKT.
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.
Robert W. Baird & Co. Incorporated acted as financial advisor, and Morrison & Foerster LLP and Venable LLP acted as legal advisors, to FPI. Citigroup Global Markets Inc. and Raymond James & Associates, Inc. acted as financial advisors, and Goodwin Procter LLP acted as legal advisor, to AFCO.