Veris Residential Agrees $3.4B Cash Sale at $19 Per Share
Veris Residential agreed to be acquired by an Affinius Capital-led consortium in a $3.4 billion cash deal valuing shares at $19, a 23.2% premium to Feb. 4 closing price. Funded with $2.08 billion in bridge financing, it will close in Q2 2026 pending approvals, and dividends will be suspended after Q1.
1. Merger Terms
Veris Residential entered a definitive merger agreement valuing the company at $3.4 billion enterprise value, with shareholders receiving $19.00 in cash per common share and operating partnership unit.
2. Funding Structure and Premium
The acquisition, led by an Affinius Capital investor consortium, will be funded through a mix of equity and debt, including a committed $2.08 billion senior secured bridge facility, and reflects a 23.2% premium to the unaffected closing price on February 4 and 27.5% to the 30-day VWAP.
3. Dividend Suspension and Timeline
Veris will pay its regular Q1 fiscal 2026 dividend but will suspend distributions thereafter; the transaction has unanimous board approval and is expected to close in the second quarter of 2026, subject to shareholder and regulatory approvals.
4. Q4 Financial Highlights
In Q4 2025, Veris reported FFO of $0.19 per share topping the $0.18 consensus while revenue of $71.3 million trailed estimates, with same-store net operating income rising 5.9%, blended rent growth up 2.5%, occupancy at 94.4%, and liquidity of $280 million.