NorthStar Realty Europe Announces Process to Review Strategic Alternatives
November 07 2018 - 7:57AM
Business Wire
NorthStar Realty Europe Corp. (NYSE: NRE) (“NorthStar Realty
Europe”, “NRE”, or “the Company”), a REIT focused on prime office
properties in Europe, announced today that the Strategic Review
Committee (the “SRC”) of the Board of Directors, consisting solely
of independent directors of the Company, is conducting a process to
review strategic alternatives, including considering a potential
sale of NRE, in an effort to maximize shareholder value. As
previously disclosed, the SRC has been working diligently to
evaluate various potential opportunities to enhance shareholder
value, with the assistance of its outside financial and legal
advisors.
NRE also announced today that it has reached an agreement with
its external manager, an affiliate of Colony Capital, Inc. (NYSE:
CLNY) (the “Asset Manager”) to terminate the Amended and Restated
Asset Management Agreement (“Management Agreement”) between NRE and
its manager that had provided for the external management of NRE
through at least January 1, 2023. Such termination will be
effective upon the consummation of a sale of NRE or, if no sale
transaction is completed, in connection with the internalization of
the management of NRE. In connection with such termination, NRE
will make a termination payment to the Asset Manager in the amount
of $70 million, minus the amount of any incentive fee paid to the
Asset Manager under the Management Agreement. Until the Management
Agreement is terminated, the Asset Manager will continue to manage
NRE pursuant to the existing terms of the Management Agreement.
Goldman Sachs & Co. LLC is serving as financial advisor to
the SRC and Fried Frank Harris Shriver & Jacobson LLP is
serving as its legal counsel. Sullivan & Cromwell LLP is
serving as legal counsel to the Company.
About NorthStar Realty Europe
NorthStar Realty Europe Corp. (NYSE: NRE) is a European-focused
commercial real estate company with predominantly high quality
office properties in Germany, the United Kingdom and France,
organized as a REIT and managed by an affiliate of Colony Capital,
Inc. (NYSE: CLNY), a leading global real estate and investment
management firm. For more information about NorthStar Realty Europe
Corp., please visit http://www.nrecorp.com.
Safe Harbor Statement
Certain items in this press release may constitute
forward-looking statements, which can be identified by words like
"expect," "will," "intends" and similar expressions. These
statements are based on management's current expectations and
beliefs and are subject to a number of trends and uncertainties
that could cause actual results to differ materially from those
described in the forward-looking statements; NorthStar Realty
Europe can give no assurance that its expectations will be
attained. Forward-looking statements are necessarily speculative in
nature, and it can be expected that some or all of the assumptions
underlying any forward-looking statements will not materialize or
will vary significantly from actual results. Variations of
assumptions and results may be material. Additional information
about these and other factors that could cause actual results to
differ materially from those in the forward-looking statements are
specified in NorthStar Realty Europe's Annual Report on
Form 10-K for the year ended December 31, 2017 and its
other filings with the Securities and Exchange Commission.
Such forward-looking statements speak only as of the date of this
press release. NorthStar Realty Europe expressly
disclaims any obligation to release publicly any updates or
revisions to any forward-looking statements contained herein to
reflect any change in its expectations with regard thereto or
change in events, conditions or circumstances on which any
statement is based.
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