INDUS Announces Quarterly Cash Dividend
June 12 2023 - 5:20PM
Business Wire
INDUS Realty Trust, Inc. (Nasdaq: INDT) (“INDUS” or the
“Company”) a U.S.-based industrial/logistics REIT, announced
that its Board of Directors has declared a quarterly cash dividend
on its common stock of $0.18 per share for the second quarter of
2023. The dividend will be payable on June 28, 2023 (the “Payment
Date”) to stockholders of record on June 22, 2023 (the “Record
Date”).
Pending Merger Transaction
As previously announced, on February 22, 2023, INDUS entered into
an Agreement and Plan of Merger by and among the Company, IR
Parent, LLC and IR Merger Sub II, Inc. (the “Merger Agreement”),
whereby affiliates of Centerbridge Partners, L.P., a private
investment firm with deep experience in real estate, and GIC, a
global institutional investor, will acquire all outstanding shares
of INDUS’ common stock through a merger transaction (the “Merger”),
subject to the terms and conditions set forth in the Merger
Agreement. The Merger was approved at a special meeting of INDUS
stockholders held on May 17, 2023. Subject to the terms and
conditions set forth in the Merger Agreement, concurrently with the
closing of the Merger, each share of INDUS’ common stock will be
cancelled and converted into the right to receive an amount in cash
equal to $67.00, without interest, subject to certain adjustments
as set forth in the Merger Agreement (the “Merger Consideration”).
Pursuant to the terms of the Merger Agreement, assuming the Merger
closes after the Record Date, the second quarter dividend will be
paid on the Payment Date to the Company’s stockholders of record as
of the Record Date and the Merger Consideration will not be
adjusted for the second quarter dividend payment. However, if the
Merger closes on or before the Record Date, then instead the Merger
Consideration payable to the Company’s public stockholders would be
increased by $0.18 per share and the second quarter dividend would
not separately be paid to the Company’s public stockholders. If the
Merger does not close until after the end of the second quarter,
the Merger Consideration may be adjusted for a subsequent period
dividend on a prorated basis in accordance with the terms of the
Merger Agreement.
The Merger is expected to close in the early summer of 2023,
subject to the satisfaction of the remaining conditions to the
Merger, including the clearance of the Merger by the Committee on
Foreign Investment in the United States. INDUS cannot predict when
or if all of the conditions to the Merger will be satisfied or, to
the extent permissible, waived, and when the closing of the Merger
will occur.
About INDUS INDUS is a real
estate business principally engaged in developing, acquiring,
managing, and leasing industrial/logistics properties. INDUS owns
44 industrial/logistics buildings aggregating approximately 6.6
million square feet in Connecticut, Pennsylvania, North Carolina,
South Carolina, and Florida.
Cautionary Statement Regarding Forward Looking
Statements
Some of the statements contained in this release constitute
forward-looking statements within the meaning of the federal
securities laws. Forward-looking statements relate to expectations,
beliefs, projections, future plans and strategies, anticipated
events or trends and similar expressions concerning matters that
are not historical facts. In some cases, you can identify
forward-looking statements by the use of forward-looking
terminology such as “may,” “will,” “should,” “expects,” “intends,”
“plans,” “anticipates,” “believes,” “estimates,” “predicts,” or
“potential” or the negative of these words and phrases or similar
words or phrases which are predictions of or indicate future events
or trends and which do not relate solely to historical matters. You
can also identify forward-looking statements by discussions of
strategy, plans or intentions.
The forward-looking statements contained in this release reflect
the Company’s current views about future events, including the
timing and payment of dividends, the timing of the closing of the
Merger, and any adjustments to the Merger Consideration, and are
subject to numerous known and unknown risks, uncertainties,
assumptions and changes in circumstances, many of which are beyond
the control of the Company, that may cause actual results and
future events to differ significantly from those expressed in any
forward-looking statement, which risks and uncertainties include,
but are not limited to: the ability to complete the proposed Merger
on the proposed terms or on the anticipated timeline, or at all,
including risks and uncertainties related to satisfaction of
certain closing conditions to consummate the Merger; the occurrence
of any event, change or other circumstance that could give rise to
the termination of the Merger Agreement relating to the proposed
Merger; risks that the proposed Merger disrupts the Company’s
current plans and operations or diverts the attention of the
Company’s management or employees from ongoing business operations;
the risk of potential difficulties with the Company’s ability to
retain and hire key personnel and maintain relationships with
customers and other third parties as a result of the proposed
Merger; the failure to realize the expected benefits of the
proposed Merger; the risk that the proposed Merger may involve
unexpected costs and/or unknown or inestimable liabilities; the
risk that the Company’s business may suffer as a result of
uncertainty surrounding the proposed Merger; the risk that
stockholder litigation in connection with the proposed Merger may
affect the timing or occurrence of the proposed Merger or result in
significant costs of defense, indemnification and liability;
effects relating to the announcement of the Merger or any further
announcements or the consummation of the proposed Merger on the
market price of the Company’s common stock.
While forward-looking statements reflect the Company’s good
faith beliefs, they are not guarantees of future performance or
events. Any forward-looking statement speaks only as of the date on
which it was made. The Company disclaims any obligation to publicly
update or revise any forward-looking statement to reflect changes
in underlying assumptions or factors, of new information, data or
methods, future events or other changes. For a further discussion
of these and other factors that could cause the Company’s future
results to differ materially from any forward-looking statements,
see the section entitled “Risk Factors” in the Company’s Annual
Report on Form 10-K for the year ended December 31, 2022, filed
with the SEC on March 6, 2023, as updated by the Company’s
subsequent periodic reports filed with the SEC.
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version on businesswire.com: https://www.businesswire.com/news/home/20230612443634/en/
Ashley Pizzo Vice President, Capital Markets &
IR (212) 218-7914 apizzo@indusrt.com
Jon Clark Executive Vice President, Chief Financial
Officer (860) 286-2419 jclark@indusrt.com
INDUS Realty (NASDAQ:INDT)
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