06.12.2007 21:06:00
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Grubb & Ellis Company and NNN Realty Advisors Stockholders Approve Merger
CHICAGO and SANTA ANA, Calif., Dec. 6 /PRNewswire-FirstCall/ -- Grubb & Ellis Company and NNN Realty Advisors, Inc. announced that their respective stockholders in separate special meetings held earlier today have voted to approve the proposed merger of the two companies. The companies expect the proposed merger to close as soon as practical.
Following the close of the merger, the company will retain the Grubb & Ellis name and will continue to be listed on the New York Stock Exchange under the ticker symbol "GBE." Upon completion of the merger, NNN Realty Advisors stockholders will receive 0.88 shares of Grubb & Ellis common stock for each share of NNN Realty Advisors common stock outstanding. The merger agreement was first announced on May 22, 2007.
Grubb & Ellis Company
Grubb & Ellis Company is one of the world's leading full-service commercial real estate organizations, providing a complete range of transaction, management and consulting services. By leveraging local expertise with our global reach, Grubb & Ellis offers innovative, customized solutions and seamless service to owners, corporate occupants and investors throughout the globe. For more information, visit the Company's Web site at http://www.grubb-ellis.com/.
NNN Realty Advisors, Inc.
NNN Realty Advisors is a nationwide commercial real estate asset management and services firm that sponsors real estate investment programs to provide investors with the opportunity to engage in tax-deferred exchanges of real property and to invest in other real estate investment vehicles, including public non-traded real estate investment trusts and real estate investment funds.
NNN Realty Advisors is the parent company of Triple Net Properties, LLC, Triple Net Properties Realty, Inc. and NNN Capital Corp., a FINRA-registered broker-dealer. NNN Realty Advisors is the sponsor of commercial real estate investment programs; including tax-deferred 1031 tenant-in-common (TIC) exchanges and two recently launched public non-traded real estate investment trusts, NNN Apartment REIT and NNN Healthcare/Office REIT. NNN Realty Advisors currently manages a portfolio of commercial real estate valued at approximately $5.4 billion.
THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT AN OFFER TO BUY OR THE SOLICITATION OF AN OFFER TO SELL ANY SHARES. In connection with the proposed merger, Grubb & Ellis and NNN Realty Advisors have filed a joint proxy statement/prospectus with the Securities and Exchange Commission as part of a registration statement regarding the proposed merger. Investors and security holders are urged to read the joint proxy statement/prospectus of Grubb & Ellis and NNN Realty Advisors because it contains important information about Grubb & Ellis and NNN Realty Advisors and the proposed merger. Investors and security holders may obtain copies of the joint proxy statement/prospectus and the definitive proxy statement/prospectus, and other documents filed by Grubb & Ellis and NNN Realty Advisors with the SEC at the SEC's website at http://www.sec.gov/. The definitive joint proxy statement/prospectus and other relevant documents may also be obtained free of charge from Grubb & Ellis and NNN Realty Advisors by directing such request to: Grubb & Ellis Company, 500 West Monroe, Suite 2800, Chicago, IL 60661, 312-698-6707, Attention: Janice McDill or to NNN Realty Advisors, Inc., 1551 N. Tustin Avenue, Suite 300, Santa Ana, CA 92705, 714-667-8252 x861, Attention: Michael Rispoli. Investors and security holders are urged to read the joint proxy statement/prospectus and other relevant material when they become available before making any voting or investment decisions with respect to the merger.
Grubb & Ellis and NNN Realty Advisors and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of Grubb & Ellis and NNN Realty Advisors, respectively, in connection with the merger. Information about Grubb & Ellis' and NNN Realty Advisors directors and executive officers is set forth in the joint proxy statement/prospectus, which can be found on the SEC's website at http://www.sec.gov/.
FORWARD-LOOKING LANGUAGE
This press release contains "forward-looking statements" within the meaning of Private Securities Litigation Reform Act of 1995. Any statement in this press release about expectations, beliefs, plans, objectives, assumptions or future events or performance are not historical facts and are forward looking statements. Such statements include, but are not limited to, statements about the benefits of the proposed merger involving Grubb & Ellis and NNN Realty Advisors, including the combined company's plans, objectives, expectations and intentions with respect to future operations, products and services. Any forward-looking statements are based upon the current beliefs and expectations of Grubb & Ellis' and NNN Realty Advisors' management and involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance, achievements of transactions of Grubb & Ellis, NNN Realty Advisors and their affiliates or industry results or the benefits of the proposed merger to be materially different from any future results, performance, achievements or transactions expressed or implied by such forward-looking statements.
The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: changes in NNN Realty Advisors' results of operations; uncertainties relating to the implementation of the NNN Realty Advisors' real estate investment and asset management strategies; changes in general economic and real estate conditions; the failure to realize synergies and cost-savings from the transaction or delay in the realization thereof; the inability to combine the businesses of Grubb & Ellis and NNN Realty Advisors successfully, or that such combination may take longer, be more difficult, time-consuming or costly to accomplish than expected; increased operating costs and business disruption following the merger, including adverse effects on employee retention and on business relationships with third parties; the failure of Grubb & Ellis and NNN Realty Advisors stockholders to approve the transaction; the ability to obtain governmental approvals of the transaction on a timely basis; the effects of general and local economic and real estate conditions; reliance on the largest stockholders as well as other key executive officers, the loss of any such key executive officers or the failure to hire and retain qualified employees; and the ability to expand the Grubb & Ellis footprint internationally.
Additional information or factors which could impact the companies and the forward-looking statements contained herein are included in each company's filings with the Securities and Exchange Commission, including the companies' joint proxy statement/prospectus. Any forward looking statements speak only as of the date on which they are made and the companies assume no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.
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