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EXHIBIT 99
[POST PROPERTIES LOGO]
NEWS
POST PROPERTIES, INC.
3350 Cumberland Circle, N.W. Suite 2200 Atlanta, Georgia 30339-3363
(404)850-4400
For Immediate Release: Atlanta, Georgia
August 4, 1997
POST PROPERTIES and COLUMBUS REALTY TRUST
ANNOUNCE MERGER
Post Properties, Inc. (NYSE: PPS) and Columbus Realty Trust (NYSE:
CLB) today announced that they have entered into a definitive agreement and
plan of merger pursuant to which Columbus would be merged into Post.
The merger, which was unanimously approved by both companies' Boards
of Directors, will combine Columbus' 7,526 apartment homes (including its
development portfolio), 83% of which are in Dallas, with Post Properties' 21,673
(including its development portfolio) apartment homes throughout the Southeast.
Following the merger, Post Properties will be the largest multi-family real
estate investment trust (REIT) concentrating on the development of upscale
multi-family apartment homes in the major metropolitan markets of the Southeast
and Southwest, with a total market capitalization of approximately $2.2 billion.
The combined companies will operate under the Post Properties name, with
headquarters in Atlanta.
The merger has been structured as a tax-free merger transaction and
will be treated as a purchase for accounting purposes. Under the terms of the
merger agreement, each share of Columbus will be exchanged for .615 shares of
Post Properties. Based upon the closing stock price of Post Properties on
August 1, 1997, the transaction values Columbus at approximately $600 million,
including debt and other liabilities. The merger is subject to approval of
shareholders of both companies and other customary dosing conditions, and is
expected to be completed in November 1997. Upon completion of the merger,
Robert L. Shaw, Vice Chairman and CEO of Columbus, will become a member of the
senior management team of Post Properties and will join the Board of Directors
of Post Properties.
John A. Williams, Chairman of the Board and Chief Executive Officer
of Post Properties, Inc. said, "We consider Dallas as one of the few major
metropolitan markets in the country with the long-term appeal of our home base,
Atlanta, and we had therefore targeted Dallas as the next major market in which
to introduce our Post Apartment Homes (R). This merger will immediately provide
Post with a critical mass of outstanding upscale apartment communities in
Dallas and a wonderful base for continued expansion in that market, and in
Houston and Denver, where Columbus is also active. We are impressed with the
exceptionally high quality of the Columbus portfolio, which is in large measure
comparable to our own, and we are delighted to be joining forces with the
outstanding team which Robert Shaw has assembled at Columbus. Columbus has a
proven track record of building successful upscale apartment communities in
niche and infill locations and will fit right in line with Post's commitment to
"Setting the Standard" for the apartment industry."
Post (R) is a registered service mark of Post Apartment Homes, L.P.
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Press Release -2- August 4, 1997
John T. Glover, President of Post Properties, Inc., commented, "The
presence of a substantial base of operations in Dallas will obviously
complement and diversify our Atlanta base, and the merger offers an
attractive, accretive, opportunity for Post to enter Dallas, Houston and
Denver, while maintaining the integrity of our longstanding development
strategy. Our balance sheet strength will allow us to reissue virtually all of
Columbus' currently outstanding debt with the obvious benefit of significantly
reduced interest expense. With these savings, coupled with the expense savings
resulting from the combination of the two companies, we expect the transaction
to be immediately accretive on the order of approximately $0.10 per share for
1998. All in all, the transaction is one that we believe is favorable for the
shareholders of both companies."
Robert L. Shaw, Vice Chairman and Chief Executive Officer of
Columbus, stated, "For twenty-five years, Post Properties has truly set the
standard by which all other multi-family companies are measured. Our Columbus
associates - and I personally - are flattered and excited to be joining this
exceptional team of dedicated professionals."
Shaw added, "Our board is confident that the merger will accelerate
our growth and lower our cost of capital and are pleased that we will have
created immediate geographic diversity for the Columbus shareholder."
Merrill Lynch & Co. acted as exclusive financial advisor to Post
Properties and Prudential Securities acted as exclusive financial advisor to
Columbus Realty Trust.
Certain matters discussed in this press release are forward-looking
statements within the meaning of the federal securities laws. Although the
Companies believe that the expectations reflected in such forward-looking
statements are based upon reasonable assumptions, they can give no assurance
that such expectations, including the expectation with respect to potential
accretion, will be achieved. Factors that could cause the actual results to
differ materially from the Companies' current expectations include general
economic conditions, local real estate conditions, the timely development and
lease-up of communities and the other risks detailed from time to time in the
Companies' SEC reports, including the annual reports on Form 10-K for the year
ended December 31, 1996.
Post Properties is one of the largest developers and operators of
upscale multi-family apartment communities in the southeastern United States.
Post operates as a self-administered and self-managed equity Real Estate
Investment Trust whose primary business consists of developing and managing
Post(R) brand name apartment communities for its own account.
For additional information contact:
POST PROPERTIES, INC.
Timothy A. Peterson
Karen E. Misuraca
770-850-4400
COLUMBUS REALTY TRUST
J. Michael Lewis
972-770-5182