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Pacific Oak Strategic Opportunity REIT II, Pacific Oak Strategic Opportunity REIT to Merge to Create Real Estate-Focussed REIT
Tuesday 25 February 2020

25 February 2020 - California-based Pacific Oak Strategic Opportunity REIT, Inc. has entered into a merger agreement with Pacific Oak Strategic Opportunity REIT II, Inc. in a stock-for-stock transaction, to form Pacific Oak Strategic Opportunity REIT, Inc., a USD 2.6bn REIT focussed on opportunistic real estate, the company said.
Under the terms of the merger agreement, in exchange for each share of POSOR II common stock owned, POSOR II stockholders will receive 0.9643 shares of POSOR I common stock. Upon completion of the merger, current POSOR I stockholders will own approximately 69% and current POSOR II stockholders will own approximately 31% of the combined company, on a fully diluted basis.
The transaction is expected to close in the second half of 2020, subject to certain closing conditions, including the approval of the merger by POSOR II stockholders.
The proposed merger is expected to deliver enhanced value to all stockholders and allow each company's stockholders to participate in a larger, stronger and more diversified combined company.
Houlihan Lokey acted as financial advisor to POSOR I's special committee of the board of directors and SunTrust Robinson Humphrey, Inc. acted as financial advisor to POSOR II's special committee of the board of directors.
Morrison and Foerster LLP acted as legal counsel to POSOR I's special committee of the board of directors, Rogers and Hardin LLP acted as legal counsel to POSOR II's special committee of the board of directors and DLA Piper LLP acted as legal counsel to POSOR I.
Pacific Oak Strategic Opportunity REIT, Inc. and Pacific Oak Strategic Opportunity REIT II, Inc. are public, non-traded corporations headquartered in Los Angeles, California.
Details
Date Published: 25/02/2020
Target: Pacific Oak Strategic Opportunity REIT II, Inc
Country: USA
Deal Size: 2.6bn (USD)
Sector: Construction/Real Estate
Type: Merger
Financing: Stock
Status: Agreed
Vendor:
Buyer: Pacific Oak Strategic Opportunity REIT, Inc
Buyer Advisor: Houlihan Lokey,   , Morrison and Foerster , DLA Piper
Comment:
Upon completion of the merger, current POSOR I stockholders will own approximately 69% and current POSOR II stockholders will own approximately 31% of the combined company, on a fully diluted basis.

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