CareTrust REIT Inc and CRT plc have reached an agreement, wherein CareTrust will acquire CRT Plc at approximately £448 million, representing a premium of 32.8% to the closing price per CRT plc share of 81.3 pence on March 10, 2025.
Under the acquisition terms, CRT plc shareholders registered at the Scheme Record Time, excluding Sanctions Disqualified Shareholders, will receive 108 pence in cash for each CRT plc share.
An updated valuation of CRT plc’s property portfolio will be included in the Scheme Document, as per Rule 29.1(d) of the Takeover Code. The acquisition is intended to be effected by a scheme of arrangement under Part 26 of the Companies Act, or by a Takeover Offer with the consent of the Panel and subject to the Cooperation Agreement terms.
Any dividends or distributions paid in respect of CRT plc shares before the Effective Date will allow Bidco to reduce the acquisition price accordingly.
CareTrust, a US real estate investment trust listed on NYSE with a market capitalisation of approximately US$4.9 billion (£3.8 billion), is engaged in the ownership, acquisition, development, and leasing of seniors housing and healthcare-related properties. It owns over 400 net-leased properties across 34 US states.
Having evaluated entry into the UK market, CareTrust sees promising demographic-driven dynamics. The acquisition of CRT plc offers a diversified UK property portfolio with established operator relationships, providing a growth platform. CareTrust plans to expand relationships with CRT plc’s existing operators and support new development projects.
Dave Sedgwick, President and CEO of CareTrust, commented, “We have been following the UK for some time looking for the right entry point. We believe we have found it in the Care REIT plc platform, which has assembled what we consider to be an excellent, diversified portfolio of UK assets and operator partnerships.”
Simon Laffin, Chair of CRT plc, added, “Care REIT plc has built an attractive portfolio since its IPO in 2017. However, negative UK investor sentiment and high interest rates have led to shares trading below net asset value. Becoming part of CareTrust would enable growth and benefit both tenants and residents. We believe the acquisition is in the best interests of CRT plc shareholders and the company as a whole.”