CNL Growth Properties Inc., a publicly registered non-traded real estate investment trust, received two unsolicited tender offers from Everest REIT Investors I LLC and CMG Partners LLC. The REIT’s board of directors recommended that stockholders reject both offers.
In a letter to shareholders, CNL Growth Properties said that Everest REIT Investors launched an unsolicited offer last week to purchase up to 1.13 million shares of common stock at a price of $5.00 per share in cash.
In addition, CMG Partners and affiliates launched an unsolicited offer on November 24th to purchase up to 1.5 million shares at a price of $5.00 per share in cash. On the same date, the REIT announced a special distribution of at least $1.00 per share and a maximum of $1.70 per share dependent on whether a pending sale closes before December 31, 2015. Following the announcement, CMG amended their offer and reduced the offer price to $4.00 per share.
In the letter, CNL Growth Properties indicated that its board of directors believes that each offer is significantly less than the current and potential long-term value of the shares.
The REIT announced in February 2015 that its estimated net asset value per share was $9.40. Assuming that the special distribution is $1.70 per share, the 2014 NAV would be revised to $7.70 per share on a pro forma basis. According to the company, this represents a significant premium over the CMG and Everest offer prices.
“Always, but especially in this day of lawsuits and ever increasing regulations, the responsibility for a financial advisor t do their own due diligence on products they sell falls squarely on themselves. No one is going to take greater interest in protecting their practice than they are. We use the Blue Vault Partners Nontraded REIT Review to keep us informed of the performance of every single nontraded REIT. Finally, complete transparency is available for advisors using nontraded REITs. Every advisor using REITs in their practice should make the small annual investment of subscribing to Blue Vault’s reporting services.”