INDIANAPOLIS--(BUSINESS WIRE)--
Kite Realty Group Trust (NYSE: KRG) (“Kite Realty”) announced today the
completion of its merger with Inland Diversified Real Estate Trust, Inc.
(“Inland Diversified”) valued at approximately $2.1 billion. The
transaction was approved by the shareholders of Kite Realty and the
stockholders of Inland Diversified at their respective special meetings
on June 24, 2014. The combined company will continue to trade under Kite
Realty’s existing ticker symbol, KRG, on the New York Stock Exchange.
As a result of the merger, each former share of Inland Diversified
common stock has been converted into 1.707 newly issued Kite Realty
common shares.
John A. Kite, Kite Realty’s Chairman and Chief Executive Officer, said,
“We are extremely excited to close the merger with Inland Diversified,
which represents a transformative event in the history of our company.
This transaction creates a $4 billion company and provides a number of
significant financial and operational benefits. We expect to realize
numerous financial benefits from the merger, including a substantial
increase in cash flow and liquidity, a lower cost of capital, and a
strengthened balance sheet. Operational opportunities include improved
synergies from an expanded platform and the leveraging of Inland
Diversified’s high-quality portfolio with strong demographic profiles in
dynamic new markets. This will provide profitable redevelopment
opportunities and the ability to enhance our relationships with
national, regional, and local tenants. I want to thank the management
and boards of Kite Realty and Inland Diversified for their tireless
efforts during this process. Without the commitment and focus of both
teams, we would not have been able to enjoy such a successful
combination.”
Leadership and Organization
Kite Realty’s board of trustees (the “Board”) now consists of nine
members, six of whom are continuing trustees of Kite Realty and three of
whom were designated by Inland Diversified. The six continuing Kite
Realty trustees are John A. Kite, William E. Bindley, Victor J. Coleman,
Christie B. Kelly, David R. O'Reilly and Barton R. Peterson. The three
Inland Diversified designees to the Board are Lee A. Daniels, Gerald W.
Grupe and Charles H. Wurtzebach, all of whom were independent directors
of Inland Diversified. Dr. Richard A. Cosier and Gerald L. Moss, former
trustees of Kite Realty, retired from the Board as of the closing of the
merger transaction.
The executive officers of Kite Realty, John A. Kite, CEO and Chairman of
the Board, Thomas K. McGowan, President and COO, and Daniel R. Sink,
Executive Vice President and CFO, all continue to serve in their same
respective roles following completion of the merger transaction.
Advisors
Bank of America Merrill Lynch and Barclays acted as financial advisors
to Kite Realty, and Hogan Lovells US LLP acted as Kite Realty’s legal
counsel in connection with the merger transaction. Wells Fargo
Securities acted as financial advisor to the special committee of the
board of directors of Inland Diversified, and Alston & Bird LLP acted as
the special committee’s legal counsel in connection with the merger
transaction.
About Kite Realty
Kite Realty Group Trust is a full-service, vertically integrated real
estate investment trust engaged in the ownership, operation, management,
leasing, acquisition, construction, redevelopment and development of
neighborhood and community shopping centers in selected markets in the
United States. At July 1, 2014 and after giving effect to the merger
transaction with Inland Diversified, the company owned interests in a
portfolio of 133 operating, development and redevelopment properties
totaling approximately 21 million owned square feet across 26 states.
For more information, please visit the company’s website at www.kiterealty.com.
Forward Looking Statements
Certain statements in this press release that are not in the present or
past tense or that discuss Kite Realty’s expectations (including any use
of the words “anticipate,” “assume,” “believe,” “estimate,” “expect,”
“forecast,” “guidance,” “intend,” “may,” “might,” “outlook,” “project”,
“should” or similar expressions) are forward-looking statements within
the meaning of the federal securities laws and as such are based upon
current beliefs as to the outcome and timing of future events. These
forward-looking statements, which are based on current expectations,
estimates and projections about the industry and markets in which Kite
Realty operates and beliefs of and assumptions made by its management,
involve uncertainties that could significantly affect the financial
results of Kite Realty. There can be no assurance that actual future
developments affecting Kite Realty will be those anticipated by Kite
Realty. These forward-looking statements involve risks and uncertainties
(some of which are beyond the control of Kite Realty) and are subject to
change based upon various factors including, but not limited to, the
following risks and uncertainties: changes in the real estate industry
and in performance of the financial markets and interest rates; the
demand for and market acceptance of Kite Realty’s properties for rental
purposes; the ability of Kite Realty to enter into new leases or renewal
leases on favorable terms; the amount and growth of Kite Realty’s
expenses; tenant financial difficulties and general economic conditions,
including interest rates, as well as economic conditions and competition
in those areas where Kite Realty owns properties; risks associated with
joint venture partners; risks associated with the ownership and
development of real property; the outcome of claims and litigation
involving or affecting Kite Realty; the ability to satisfy conditions
necessary to close pending transactions and the ability to successfully
integrate pending transactions; applicable regulatory changes; risks
associated with acquisitions, including the integration of Kite Realty’s
and Inland Diversified’s businesses; risks associated with achieving
expected revenue synergies or cost savings; and other risks and
uncertainties detailed from time to time in Kite Realty’s SEC filings.
Should one or more of these risks or uncertainties occur, or should
underlying assumptions prove incorrect, the business, financial
condition, liquidity, cash flows and financial results of Kite Realty
could differ materially from those expressed in the forward-looking
statements. Any forward-looking statement speaks only as of the date on
which it is made. New risks and uncertainties arise over time, and it is
not possible for us to predict the occurrence of those matters or the
manner in which they may affect us. Kite Realty does not undertake to
update forward-looking statements except as may be required by law.

Kite Realty Group Trust
Dan Sink, Chief Financial Officer,
317-577-5609
dsink@kiterealty.com
or
Investors/Media:
Adam
Basch, Investor Relations, 317-578-5161
abasch@kiterealty.com
Source: Kite Realty Group Trust