NEW YORK: Jernigan Capital Inc. announced that its shareholders approved the acquisition of Jernigan by affiliates of NexPoint Advisors L.P. at its special meeting of stockholders.
Shares representing approximately 77.67% of the Company outstanding stock voted at the special meeting, with approximately 97.65% of such shares voting FOR approval of the merger.
As announced previously, on August 3, 2020 Jernigan entered into a definitive agreement with affiliates of NexPoint, under which Jernigan will be acquired by NexPoint in an all-cash transaction valued at approximately $900 million, including debt and preferred stock to be assumed or refinanced.
Under the terms of the Merger Agreement, holders of Jernigan’s common stock and holders of units of operating company interests in Jernigan Capital Operating Company, LLC will receive $17.30 per share/unit in cash.
This represents a 30% premium over the 90-day volume-weighted average share price ending July 31, 2020 and a 23% premium over the July 31, 2020 closing share price. Holders of the Company’s Series B preferred stock will receive cash equal to $25.00 per share plus all accrued dividends (whether or not authorized or declared) up to, but excluding, the date the merger is consummated.
The parties intend to complete the transaction as soon as reasonably practicable. Upon the closing of the transaction, trading of Jernigan’s shares on the New York Stock Exchange will cease.
“We are very pleased to announce a stockholder vote that was overwhelmingly in favor of our previously announced merger with NexPoint,” stated John Good, the Company’s Chairman and Chief Executive Officer.
“The large voter turnout and 97.65% favorable vote speak to the merits of this transaction and validate that the merger is in the best interests of all of JCAP’s stakeholders. We are confident that the merger accomplishes the goal of maximizing value for our stockholders.”
Jernigan Capital is a New York Stock Exchange-listed real estate investment trust (NYSE: JCAP) that provides debt and equity capital to private developers, owners and operators of self-storage facilities with a view to eventual outright ownership of facilities the Company finances. www.jernigancapital.com
NexPoint Advisors, L.P. (NexPoint) is a registered investment adviser to a suite of funds and investment offerings, including a closed-end fund, a business development company, an interval fund, and various real estate vehicles. NexPoint is part of a multibillion-dollar global alternative investment platform.