CareTrust REIT, Inc. (CTRE) announced Tuesday that it has reached an agreement on the terms of a recommended cash offer to acquire Care REIT plc (CRT.L) in a total purchase price of approximately $817 million. The company will pay 108 pence in cash per ordinary share of Care REIT.
In pre-market activity on the NYSE, CareTrust REIT shares were losing around 6.2 percent to trade at $24.21. On the London Stock Exchange, Care REIT shares were gaining around 33.6 percent to trade at 108.60 pence.
CR United Bidco Ltd, a subsidiary of CareTrust, will make the acquisitoin. The terms of the acquisition represent a Care REIT market capitalization of $577 million, along with the assumption of net debt of around $240 million.
The acquisition represents a 32.8 percent premium to Care REIT's March 10 closing share price and a 28.1 percent premium to the volume-weighted average share price of Care REIT for the twelve-month period ended March 10.
The acquisition is intended to be effected by means of a scheme of arrangement, and is subject to court approval as well as approval by Care REIT's shareholders and other conditions.
The transaction has been unanimously approved by the boards of directors of both CareTrust and Care REIT and is currently expected to close in the second quarter of 2025.
Care REIT, a UK-based real estate investment trust, is focused on investing in care homes throughout the UK. It has a portfolio of 137 care homes, comprising approximately 7,500 operating beds leased to 15 operators across England, Scotland and Northern Ireland.
Dave Sedgwick, CareTrust's President and Chief Executive Officer said, "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 platform, which has assembled what we consider to be an excellent, diversified portfolio of UK assets and operator partnerships. We look forward to combining the Care REIT platform with our own and expanding our mission of growing with great operators in the UK."
Piper Sandler Ltd is acting as sole financial advisor and Jones Day is acting as legal advisor to CareTrust.
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