The merger consideration will not be adjusted in the event of any change in the relative values of the Company or REIT II.
Completion of the Merger is subject to many conditions and if these conditions are not satisfied or waived, the Merger will not be completed, which could result in the expenditure of significant unrecoverable transaction costs.
Completion of the Merger is not contingent on the completion of the REIT III Merger.
Failure to complete the Merger could negatively impact the future business and financial results of the Company.
The pendency of the Merger, including as a result of the restrictions on the operation of the Company’s business during the period between signing the Merger Agreement and the completion of the Merger, could adversely affect the business and operations of the Company.
The Company is seeking approval of its stockholders of the charter amendment, which would remove substantive and procedural protections relating to Roll-Up Transactions such as the Merger.
The Company expects to incur substantial expenses related to the Merger.
The ownership positions of the stockholders will be diluted by the Merger.
The Merger is expected to be dilutive to estimated net income and funds from operations (“FFO”) for the stockholders.
The Combined Company will be newly self-managed.
The Combined Company will have substantial indebtedness upon completion of the Mergers.
The Combined Company may need to incur additional indebtedness in the future.
Following the Mergers, the Company Stockholders may receive a lower dollar amount per share in monthly distributions if the Combined Company pays distributions at REIT II’s prior rate.
Following the consummation of the Mergers, the Combined Company may assume certain potential and unknown liabilities relating to the Company and REIT III.
If the Company Merger does not qualify as a tax-free reorganization, there may be adverse tax consequences.
As of December 31, 2019, we owned interests in a total of 28 multifamily properties. We also owned one performing loan. During the year ended December 31, 2019, we disposed of our interests in two multifamily properties. Since our inception, we have acquired interests in 54 multifamily properties. As of December 31, 2019, we had sold our interests in 26 of these properties.
Our management is not aware of any material trends or uncertainties, favorable, or unfavorable, other than national economic conditions affecting our targeted portfolio, the multifamily residential housing industry and real estate generally, which may reasonably be expected to have a material impact on either capital resources or the revenues or incomes to be derived from the operation of such assets or those that we expect to acquire.
Revenues: The $4.7 million increase in rental income for the 26 properties that we owned during both the year ended December 31, 2019 and December 31, 2018 reflects implementation of our investment strategy to increase monthly rental income after renovating and stabilizing operations and was primarily comprised of:
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