CapLease Declares Interim Fourth Quarter Dividends in Connection with Proposed Merger with ARCP
October 23 2013 - 5:31PM
Business Wire
CapLease, Inc. (NYSE:LSE) (the “Company”) announced today that
its Board of Directors has authorized a prorated quarterly cash
dividend for the Company’s fourth fiscal quarter through the
anticipated closing date of its previously announced merger with an
affiliate of American Realty Capital Properties, Inc. The dividend
on the Company’s common stock and limited partnership units will be
in an amount equal to a quarterly dividend of $0.0775 per share or
unit prorated to reflect the number of days in the fourth quarter
through the closing date of the merger.
The Company’s Board of Directors also authorized a quarterly
cash dividend of $0.5078125 per share of 8.125% Series A Cumulative
Redeemable Preferred Stock (NYSE: LSEPrA), a quarterly cash
dividend of $0.5234375 per share of 8.375% Series B Cumulative
Redeemable Preferred Stock (NYSE: LSEPrB), and a quarterly cash
dividend of $0.453125 per share of 7.25% Series C Cumulative
Redeemable Preferred Stock (NYSE: LSEPrC), in each case to be
prorated to reflect the number of days in the fourth fiscal quarter
through the closing date of the merger. The preferred dividends
will represent all amounts accrued on the Company’s preferred stock
through the closing date of the merger.
The payment of these dividends is conditioned on, and will occur
as promptly as practicable after, the closing of the merger. The
Company currently anticipates a closing of the merger during the
week of November 4. The record date for determining stockholders
entitled to payment of the dividends will be the last business day
prior to the date that the merger becomes effective. The Company
will issue a press release after the merger becomes effective
announcing the final per share amount of the dividends payable on
its common stock and preferred stock.
About the Company:
CapLease, Inc. is a real estate investment trust, or “REIT,”
that primarily owns and manages a diversified portfolio of
single-tenant commercial real estate properties subject to
long-term leases to high-credit-quality tenants.
Forward-Looking Statements
Any statements in this press release about prospective
performance and plans for the Company, the expected timing of the
completion of the proposed merger and payment of the proposed
dividends, the ability to complete the proposed merger, and other
statements containing the words “estimates,” “believes,”
“anticipates,” “plans,” “expects,” “will,” and similar expressions,
other than historical facts, constitute forward-looking statements
within the meaning of the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Factors or risks that
could cause our actual results to differ materially from the
results we anticipate include, but are not limited to: (1) the
occurrence of any event, change or other circumstances that could
give rise to the termination of the previously announced Agreement
and Plan of Merger, dated May 28, 2013, between the Company,
American Realty Capital Properties, Inc., and certain affiliates of
each (the “Merger Agreement”); (2) the inability to complete the
proposed merger due to the failure to satisfy the conditions in the
merger agreement to completion of the merger; (3) risks related to
disruption of management’s attention from the Company’s ongoing
business operations due to the merger; (4) the effect of the
announcement of the proposed merger on the Company’s relationships
with its customers, tenants, lenders, operating results and
business generally; (5) the outcome of any legal proceedings
relating to the merger or the Merger Agreement; and (6) risks to
consummation of the merger, including the risk that the merger will
not be consummated within the expected time period or at all.
Actual results may differ materially from those indicated by such
forward-looking statements. In addition, the forward-looking
statements included in this press release represent our views as of
the date hereof. We anticipate that subsequent events and
developments will cause our views to change. However, while we may
elect to update these forward-looking statements at some point in
the future, we specifically disclaim any obligation to do so. These
forward-looking statements should not be relied upon as
representing our views as of any date subsequent to the date
hereof. Additional factors that may cause results to differ
materially from those described in the forward-looking statements
are set forth in the Company’s Annual Report on Form 10-K for the
fiscal year ended December 31, 2012, which was filed with the SEC
on February 21, 2013, under the heading “Item 1A—Risk Factors,” and
in subsequent reports on Forms 10-Q and 8-K filed with the SEC by
the Company.
Investor RelationsICRBrad Cohen,
212-217-6393bcohen@icrinc.com
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