MEMPHIS, Tenn. and ATLANTA, Nov. 10,
2016 /PRNewswire/ -- MAA (NYSE: MAA) and Post
Properties, Inc. (NYSE: PPS) announced that at their respective
special meetings held today, the shareholders of both companies
overwhelmingly approved the proposed merger between MAA and Post
Properties and certain related matters.
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MAA
Approximately 87% of the outstanding shares of MAA common stock
voted at the MAA special meeting, with approximately 99% of the
votes cast in favor of both the proposed merger and the proposed
charter amendment to increase the number of authorized shares of
MAA common stock from 100 million shares to 145 million shares.
Post Properties
Approximately 88% of the outstanding shares of Post Properties
common stock voted at the Post Properties special meeting, with
approximately 99% of the votes cast in favor of the proposed merger
and approximately 98% of the votes cast in favor of an advisory
(non-binding) proposal to approve compensation payable to certain
executive officers of Post Properties in connection with the
merger.
MAA and Post Properties also announced today that MAA has
exercised its rights under the merger agreement to set the expected
closing date of the merger. In connection with the exercise
of these rights, MAA and Post Properties each acknowledged the
satisfaction and irrevocable waiver of a number of the closing
conditions for the merger. Subject to the satisfaction of the
limited remaining closing conditions, the merger is expected to
close on December 1, 2016.
Assuming completion of the merger, Post Properties shares are
expected to be delisted from trading on the New York Stock Exchange
after the close of trading on December 1,
2016. As a result of the merger, among other things,
each former share of Post Properties common stock will be converted
into 0.71 shares of newly issued MAA common stock. Shares of
MAA common stock will continue to trade under the existing ticker
symbol "MAA" on the New York Stock Exchange.
About MAA
MAA is a self-administered, self-managed real estate investment
trust, which owned 79,170 apartment units throughout the Southeast
and Southwest regions of the United
States as of September 30, 2016. For further details,
please visit the MAA website at www.maac.com or contact Investor
Relations at investor.relations@maac.com, or via mail at MAA, 6584
Poplar Ave., Memphis, TN
38138, Attn: Investor Relations.
About Post Properties
Post Properties, founded 45 years ago, is a leading developer
and operator of upscale multifamily communities. Operating as a
real estate investment trust ("REIT"), the Company focuses on
developing and managing Post® branded high density urban and
resort-style garden apartments. Post Properties is headquartered in
Atlanta, Georgia, and has
operations in ten markets across the country. As of September 30, 2016, Post Properties has interests
in 24,138 apartment units in 61 communities, including 1,471
apartment units in four communities held in unconsolidated entities
and 2,266 apartment units in six communities currently under
development or in lease-up. For further details, please visit the
Post Properties website at www.postproperties.com or contact
David Stockert, CEO and President,
at dave.stockert@postproperties.com or 404-846-6166.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the U.S. Securities Act of 1933,
as amended, and Section 21E of the U.S. Securities Exchange
Act of 1934, as amended. Words such as "expects," "anticipates,"
"intends," "plans," "believes," "seeks," "estimates," variations of
such words and similar expressions are intended to identify such
forward-looking statements, which generally are not historical in
nature. Such forward-looking statements include, but are not
limited to, statements about the expected satisfaction of the
remaining conditions to closing of the merger and the timing of the
closing of the merger. All statements that address events or
developments that MAA and Post Properties expect or anticipate will
occur in the future are forward-looking statements. These
statements are not guarantees of future events and involve certain
risks, uncertainties and assumptions that are difficult to predict.
Although MAA and Post Properties believe the expectations reflected
in any forward-looking statements are based on reasonable
assumptions, neither MAA nor Post Properties can give assurance
that their respective expectations will be attained and therefore,
actual outcomes and results may differ materially from what is
expressed or forecasted in such forward-looking statements. Some of
the factors that may affect outcomes and results include, but are
not limited to: (i) the risk that a condition to closing of
the merger may not be satisfied, (ii) the length of time
necessary to consummate the merger, and (iii) those additional
risks and factors discussed in reports filed with the Securities
and Exchange Commission ("SEC") by MAA and Post Properties from
time to time, including those discussed under the heading "Risk
Factors" in their respective most recently filed reports on Forms
10-K and 10-Q. Neither MAA nor Post Properties undertakes any duty
to update any forward-looking statements appearing in this
document.
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SOURCE MAA