Inland Real Estate Corporation Pays March and Declares Conditional April Cash Distribution to Common Stockholders
March 17 2016 - 4:10PM
Business Wire
Inland Real Estate Corporation (NYSE: IRC) (“the Company” or
“IRC”) announced that today it paid a cash distribution of $0.0475
per share on the outstanding shares of its common stock to common
stockholders of record at the close of business on March 1,
2016.
In addition, the Company is declaring a conditional cash
distribution of $0.0475 per share on the outstanding shares of its
common stock, payable on April 18, 2016, to common stockholders of
record at the close of business on April 1, 2016. This distribution
will not be paid and the common stockholders shall have no right to
the distribution if the previously disclosed merger (the “Merger”)
between the Company and Midwest Retail Acquisition Corp. (“Merger
Sub”), an indirect wholly owned subsidiary of DRA Growth and Income
Fund VIII, LLC (“Parent”) and DRA Growth and Income Fund VIII (A)
(together with Parent, the “Parent Parties”), is consummated during
the month of March. Consummation of the Merger is subject to the
satisfaction of the conditions set forth in the Merger Agreement
dated as of December 14, 2015 among the Company, Merger Sub and the
Parent Parties (the “Merger Agreement”). On March 23, 2016, the
Company will hold a special meeting of stockholders for the purpose
of acting on, among other matters, the approval of the Merger and
the transactions contemplated by the Merger Agreement.
About Inland Real Estate Corporation
Inland Real Estate Corporation is a self-advised and
self-managed publicly traded real estate investment trust (REIT)
focused on owning and operating open-air neighborhood, community,
and power shopping centers located in well-established markets
primarily in the Central and Southeastern United States. As of
December 31, 2015, the Company owned interests in 132 fee
simple investment properties, including 36 owned through its
unconsolidated joint ventures, with aggregate leasable space of
approximately 15 million square feet. Additional information on
Inland Real Estate Corporation is available at
www.inlandrealestate.com.
Forward Looking Statements
Certain statements in this press release may constitute
“forward-looking statements” within the meaning of the Federal
Private Securities Litigation Reform Act of 1995. Forward-looking
statements are statements that do not reflect historical facts and
instead reflect our management’s intentions, beliefs, expectations,
plans or predictions of the future. Forward-looking statements can
often be identified by words such as “seek,” “believe,” “expect,”
“anticipate,” “intend,” “estimate,” “may,” “will,” “should” and
“could.” Examples of forward-looking statements include, but are
not limited to, statements that describe or contain information
related to matters such as management’s intent, belief or
expectation with respect to our financial performance, investment
strategy or our portfolio, our ability to address debt maturities,
our cash flows, our growth prospects, the value of our assets, our
joint venture commitments and the amount and timing of anticipated
future cash distributions. Forward-looking statements reflect the
intent, belief or expectations of our management based on their
knowledge and understanding of our business and industry and their
assumptions, beliefs and expectations with respect to the market
for commercial real estate, the U.S. economy and other future
conditions. Forward-looking statements are not guarantees of future
performance, and investors should not place undue reliance on them.
Actual results may differ materially from those expressed or
forecasted in forward-looking statements due to a variety of risks,
uncertainties and other factors, including but not limited to the
occurrence of any event, change or other circumstance that could
give rise to the termination of the Merger Agreement, and the risk
that the Merger Agreement may be terminated in circumstances that
require the Company to pay a termination fee of $30 million plus
expenses; the outcome of any legal proceedings that may be
instituted against the Company related to the Merger Agreement or
any of the transactions contemplated by the Merger Agreement; the
failure to satisfy the conditions to completion of the transactions
contemplated by the Merger Agreement, including the failure to
obtain the required approval of the Company’s stockholders; the
failure of the Parent Parties to consummate their necessary
financing arrangements; risks that the Merger disrupts current
plans and operations of the Company and the potential difficulties
in employee retention as a result of the proposed transactions; the
effects of local, national and global economic, credit and capital
market conditions on the economy in general, and other risks and
uncertainties; including but not limited to the risks listed and
described under “Item 1A. Risk Factors” in our Annual Report on
Form 10-K for the year ended December 31, 2015, as filed with the
Securities and Exchange Commission (the “SEC”) on February 26,
2016, as they may be revised or supplemented by us in subsequent
Reports on Form 10-Q and other filings with the SEC. Except as
otherwise required by applicable law, the Company disclaims any
obligation or undertaking to publicly release any updates or
revisions to any forward-looking statement in this release to
reflect any change in the Company’s expectations or any change in
events, conditions or circumstances on which any such statement is
based.
Additional Information about the Merger and Where to Find
It
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the securities of the Company or
the solicitation of any vote or approval. The proposed Merger of
the Company will be submitted to the stockholders of the Company
for their approval. In connection with the proposed Merger, the
Company has filed with the SEC relevant materials, including a
definitive proxy statement which has been mailed or otherwise
disseminated to the Company’s stockholders on or about February 18,
2016. COMPANY STOCKHOLDERS ARE ENCOURAGED TO READ THE PROXY
STATEMENT AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BECAUSE
THEY CONTAIN IMPORTANT INFORMATION. You may obtain a free copy of
the proxy statement and other relevant documents filed by the
Company with the SEC at the SEC’s website, www.sec.gov, or from the
Company at its website, www.inlandrealestate.com, or by contacting
the Company’s Investor Relations department at 888-331-4732 or
ir@inlandrealestate.com.
The Company and its directors, executive officers and other
employees may be deemed to be participants in the solicitation of
proxies in respect of the proposed merger. Information regarding
the Company’s directors and executive officers is detailed in its
proxy statements and annual reports on Form 10-K and quarterly
reports on Form 10-Q, previously filed with the SEC.
Additional information regarding the direct and indirect interests
of the Company’s directors and officers in the proposed merger may
be obtained by reading the proxy statement relating to the proposed
merger, when it becomes available.
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version on businesswire.com: http://www.businesswire.com/news/home/20160317005032/en/
Inland Real Estate CorporationDawn Benchelt,
630-451-8243Director of Investor
Relationsir@inlandrealestate.com
Inland Real Estate (NYSE:IRC)
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