EPR Properties (NYSE:EPR) Files An 8-K Completion of Acquisition or Disposition of Assets
Item 2.01. Completion of Acquisition or Disposition of Assets.
trust (the “Company”), and Ski Resort Holdings LLC, a Delaware
limited liability company owned by funds affiliated with Och-Ziff
Real Estate (the “Co-Buyer”), completed the previously announced
acquisition of a portfolio of subsidiaries and related assets that
collectively comprise substantially all of the assets of CNL
Life>
California Ski Resort, 15 attraction properties (waterparks and
amusement parks) and five small family entertainment centers for
aggregate consideration valued at $455.5 million. In addition, the
Company provided $251.0 million of five-year secured debt financing
to the Co-Buyer for its purchase of 14 CNL ski properties valued at
$374.5 million.
closing, excluding capitalized transaction costs, was $706.5
million and was funded with $647.4 million of the Company’s common
shares, consisting of 8,851,264 newly issued, registered common
shares, and $59.1 million of cash, before purchase price
adjustments.
of $73.1421 per share, which was equal to the volume weighted
average price per common share on the New York Stock Exchange for
the ten business days ending on April 4, 2017. The Company will
record the investment based on the April 6, 2017 closing price of
$74.28. CNL expects to distribute the Company’s common shares
received in the transaction to CNL’s stockholders within two weeks
after the closing of the transaction. The Company’s portion of the
cash purchase price was funded with borrowings under its unsecured
revolving credit facility.
purport to be complete and is subject to, and qualified in its
entirety by, reference to the full text of the Purchase Agreement,
a copy of which was filed as Exhibit 2.1>to the Company’s
Current Report on Form 8-K filed with the Securities and Exchange
Commission on November 3, 2016, and is incorporated herein by
reference. The Company has determined that it is not required to
file historical financial statements of, or pro forma financial
information relating to, the assets acquired under the Purchase
Agreement.
completion of the acquisitions under the Purchase Agreement, which
is attached hereto as Exhibit 99.1. The press release attached
hereto as Exhibit 99.1>is incorporated by reference in this Item
7.01.
Form 8-K, including Exhibit 99.1, is being “furnished” and shall
not be deemed “filed” for purposes of, or otherwise subject to,
liabilities under Section 18 of the Securities Exchange Act of
1934, as amended, and shall not be deemed to be incorporated by
reference into the Company’s filings under the Securities Act of
1933, as amended, or the Securities Exchange Act of 1934, as
amended.
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Exhibit
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Description
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99.1
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Press Release, dated April 6, 2017, issued by EPR
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About EPR Properties (NYSE:EPR)
EPR Properties (EPR) is a self-administered real estate investment trust (REIT). The Company’s investment portfolio includes entertainment, education and recreation properties. The Company operates in four segments: Entertainment, Education, Recreation and Other. The Company’s Entertainment segment consists of investments in megaplex theatres, entertainment retail centers, family entertainment centers and other retail parcels. The Company’s Education segment consists of investments in public charter schools, early education centers and K-12 private schools. The Company’s Recreation segment consists of investments in metro ski parks, resorts, waterparks and golf entertainment complexes. The Company’s other segment consists of construction in progress and land held for development of the casino, golf course, entertainment village and infrastructure related to the Adelaar casino and resort project in Sullivan County, New York. EPR Properties (NYSE:EPR) Recent Trading Information
EPR Properties (NYSE:EPR) closed its last trading session up +0.50 at 74.28 with 299,264 shares trading hands.