Clarke Inc. (CLKFF,CKI.TO), a Canadian investment holding company, on Friday announced that it has entered into an arrangement agreement to acquire all outstanding units and debentures of Ravelin Properties REIT (SLTTF,RPR-UN.TO) for approximately $1.1 billion, including debt.
The deal is expected to close in the second quarter of 2026.
Under the agreement, Ravelin unitholders will receive about 0.582 Clarke shares for every 1,000 REIT units held, while debentureholders will receive approximately 14.562 Clarke shares per $1,000 principal amount.
The company said early consenting debentureholders will also receive a pro rata allocation of 150,000 Clarke shares.
The transaction will result in a combined entity with a pro-forma value of about $1.7 billion.
Clarke said it expects to issue about 2.5 million shares as part of the transaction, with existing Clarke shareholders and Ravelin securityholders expected to own approximately 83.8% and 16.2% of the combined entity, respectively.
Upon completion, Ravelin units and debentures are expected to be delisted from the Toronto Stock Exchange and the REIT will cease to be a reporting issuer.
Clarke is currently trading 1.09% higher at CAD 23.25 on the Toronto Stock Exchange.
Ravelin Properties is currently trading 11.11% lesser at CAD 0.0800 on the Toronto Stock Exchange.
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