InvenTrust Properties to Trade on NYSE on October 12
October 7, 2021 | James Sprow
InvenTrust Properties Corp. (“the Company”) on October 6 announced that it has received authorization to list its common stock on the New York Stock Exchange (“NYSE”). Trading is expected to commence on the NYSE on October 12, 2021, under the ticker symbol “IVT.”
Daniel (DJ) Busch, President and Chief Executive Officer of InvenTrust, stated: “We are pleased to announce InvenTrust has received approval to be listed on the NYSE. This is a significant achievement for the Company. We believe the listing will bring InvenTrust exposure to a large and diverse group of investors, as well as provide liquidity in the most efficient manner for our current shareholders.”
Concurrent with the commencement of trading on the NYSE, the Company’s common stock will cease trading on the Over-The-Counter (“OTC”) Markets. Existing shareholders of the Company are not required to take any action in connection with the Company’s listing on the NYSE. The Company recommends that investors who bought shares on the OTC Markets monitor their brokerage accounts to ensure their holdings are updated to reflect the NYSE listing and the new ticker symbol.
About InvenTrust Properties Corp. According to Their October 6 Press Release
“InvenTrust Properties Corp. (IVT) is a premier Sun Belt multi-tenant essential retail REIT that owns, leases, redevelops, acquires and manages grocery-anchored neighborhood and community centers as well as high-quality power centers. A trusted, local operator bringing real estate expertise to its tenant relationships, IVT has built a strong reputation with market participants across its portfolio. IVT is also committed to leadership in environmental, social and governance (ESG) practices and has been a Global Real Estate Sustainability Benchmark (“GRESB”) member since 2018. As of June 30, 2021, the Company is an owner and manager of 65 retail properties, representing 10.8 million square feet of retail space. For more information, visit www.inventrustproperties.com.”
Reverse Stock Split
On August 5, 2021, the Company effected a 1-for-10 reverse stock split of its common stock. As a result of the reverse stock split, every ten shares of issued and outstanding common stock were changed into one share of common stock, with any fractional shares being rounded up to the next higher whole share. The number of shares of common stock subject to outstanding awards under the Incentive Award Plan, and certain performance goals applicable to such awards, have also been equitably adjusted to reflect the 1-for-10 reverse stock split. Unless otherwise noted, the share information and the Net Asset Value (“NAV”) per share of the Company’s common stock in its recent financial statements have been retroactively adjusted to give effect to the 1-for-10 reverse stock split for all periods presented.
$100 Million Dutch Auction Tender Offer
In conjunction with the NYSE Listing and to provide liquidity to the stockholders of the Company and help stabilize the share price of the Company’s Common Stock after the NYSE Listing, the Company also expects to commence a modified “Dutch Auction” tender offer to purchase up to $100 million shares of its outstanding Common Stock, at a price specified by tendering stockholders within a to-be-determined specified price range. In connection with the commencement of the Tender Offer, the Company expects to allow stockholders to tender all or a portion of their shares of Common Stock, but if the Tender Offer is oversubscribed, shares of Common Stock would be accepted on a pro rata basis. The Company anticipates funding the Tender Offer and all related fees and expenses with cash on the Company’s balance sheet.
The price at which the Common Stock may list on the New York Stock Exchange (the “NYSE”) may be different and could be significantly lower or higher than the Company’s estimated share value of $28.90 as of December 1, 2020 (retroactively adjusted to reflect the one-for-ten reverse stock split effective August 5, 2021), due to, among other things, the methodology used to estimate the estimated share value was based upon a number of estimates and assumptions that may not be accurate or complete. Further, different parties using different assumptions and estimates could derive a different estimated per share value, which could be significantly different from the Company’s estimated per share value. As such, the Company’s estimated per share value of $28.90 as of December 1, 2020, may not be representative of what price its shares would trade for after the Common Stock is listed on the NYSE. For a more detailed description of the valuation method and process used to estimate the per share value or the Company’s one-for-ten reverse stock split, please see the Company’s Current Reports on Form 8-K filed with the SEC on December 21, 2020, and August 5, 2021, respectively.
A Brief History of InvenTrust Properties Corp.
InvenTrust Properties Corp. was originally Inland American Real Estate Trust, Inc., a nontraded REIT sponsored by Inland Real Estate Investment Corporation. On August 5, 2005, it commenced its initial public offering of up to 500 million shares of common stock at $10.00 each. By April 2009 the REIT had raised approximately $8.3 billion in its public offerings, including distributions reinvested, making it the largest nontraded REIT in the industry at that time.
In 2014 the Company became self-managed and on April 16, 2015, it became InvenTrust Properties Corp. On February 3, 2015, the Company completed the spin-off of its subsidiary Xenia Hotels and Resorts, Inc. which owned 46 hotels and two hotels in development. Each holder of the Company’s common stock received one share of Xenia’s common stock for every eight shares of the Company’s common stock. Xenia’s stock began trading on the NYSE on February 4, 2015, under the ticker symbol “XHR.”
In December 2015, InvenTrust announced the spin-off of Highlands REIT, Inc. that was formed to hold a number of non-core assets. The spin-off was completed in April 2016, representing the disposition of approximately $151.1 million of net assets. Highlands’ real property assets consisted of seven single- and multi-tenant office assets, two industrial assets, six retail assets, two correctional facilities, four parcels of unimproved land and one bank branch. As of June 30, 2021, the nontraded REIT owned 20 properties and one parcel of unimproved land. A recent estimate of the net asset value per share of Highlands REIT common stock was $0.28.
In 2016 the Company sold its student housing platform, University House, for a gross sales price of $1.41 billion, with final net proceeds of approximately $845 million.
After these and other dispositions, InvenTrust focused on owning and operating grocery-anchored shopping centers that provide essential retail in Sun Belt markets.
By December 2020, the net asset value per share was determined by Duff & Phelps to be within a range of $2.76 to $3.03 per share, with a midpoint of $2.89 per share. After the reverse 10:1 stock split, the December 31, 2020, NAV of $2.89 became the basis of the Company’s estimated value per share of $28.90 as stated above.
A Full-Cycle Event
The listing on the NYSE and the Dutch Auction tender offer will provide shareholders in InvenTrust Properties Corp. full liquidity for their common shares.
Sources: InvenTrust Properties Corp., SEC
