Blackstone Real Estate Income Trust Completes Acquisition of WPT Industrial Real Estate Investment Trust

Rhea-AI Summary

On October 20, 2021, Blackstone Real Estate Income Trust (BREIT) announced the completion of its acquisition of WPT Industrial Real Estate Investment Trust for US$3.2 billion, including debt assumption. Each WPT unitholder will receive US$22.00 per unit in this all-cash deal. Following the transaction, WPT's units will be delisted from the Toronto Stock Exchange, and WPT will cease to be a reporting issuer. The former WPT management will operate as WPT Capital Advisors.

Positive

• Acquisition valued at US$3.2 billion enhances BREIT’s portfolio.
• Each WPT unitholder receives US$22.00 per unit, a premium for investors.

Negative

• Units delisting from Toronto Stock Exchange may limit future investor access.

TORONTO & NEW YORK--(BUSINESS WIRE)-- Blackstone Real Estate Income Trust, Inc. (“BREIT”) announced that an affiliate has completed its acquisition of WPT Industrial Real Estate Investment Trust (TSX: WIR.U; WIR.UN) (OTCQX: WPTIF) (“WPT”) in a series of transactions that resulted in unitholders receiving US$22.00 per outstanding unit of WPT (collectively, “Units”) (subject to applicable withholdings) in an all-cash transaction valued at US$3.2 billion, including the assumption of debt (the “Transaction”). The Units will be delisted from the Toronto Stock Exchange at the close of business today and WPT will apply to cease to be a reporting issuer under applicable Canadian securities law.

Following closing of the Transaction, former members of the WPT management team will continue to do business under the name WPT Capital Advisors, as an independently owned and operated company.

The Transaction was announced on August 9, 2021.

For more information on the Transaction, please see the news releases issued by WPT on August 9, 2021, September 10, 2021, September 23, 2021, October 7, 2021 and October 13, 2021 along with WPT’s management information circular dated September 2, 2021 prepared in connection with the Transaction, all of which are available under WPT’s profile at www.sedar.com or WPT’s website at www.wptreit.com.

Unitholders who have questions or require assistance with submitting their Units in connection with the Transaction may direct their questions to Computershare Investor Services Inc., which is acting as depositary in connection with the Transaction, by phone toll-free at 1-800-564-6253 or by email at corporateactions@computershare.com.

Advisors
Morgan Stanley & Co. LLC and Desjardins Capital Markets acted as financial advisors to WPT and Blair Franklin Capital Partners Inc. also provided the Special Committee with a fairness opinion in respect of the Transaction.

Blake, Cassels & Graydon LLP and Vinson & Elkins LLP acted as legal counsel to WPT in connection with the Transaction and Wildeboer Dellelce LLP acted as independent legal counsel to the Special Committee.

Eastdil Secured, Goldman Sachs & Co. LLC, BofA Securities and BMO Capital Markets acted as financial advisors to BREIT and Simpson Thacher & Bartlett LLP and Goodmans LLP acted as legal counsel to BREIT.

About Blackstone Real Estate Income Trust
Blackstone Real Estate Income Trust, Inc. (BREIT) is a perpetual-life, institutional quality real estate investment platform that brings private real estate to income focused investors. BREIT invests primarily in stabilized, income-generating U.S. commercial real estate across key property types and to a lesser extent in real estate debt investments. BREIT is externally managed by a subsidiary of Blackstone (NYSE: BX), a global leader in real estate investing. Blackstone’s real estate business was founded in 1991 and has approximately $208 billion in investor capital under management. Further information is available at www.breit.com.

About WPT Industrial Real Estate Investment Trust
WPT Industrial Real Estate Investment Trust is an unincorporated, open-ended real estate investment trust established pursuant to a declaration of trust under the laws of the Province of Ontario. WPT acquires, develops, manages and owns distribution and logistics properties located in the United States. WPT Industrial, LP (WPT’s operating subsidiary) indirectly owns or manages a portfolio of properties across 19 U.S. states consisting of approximately 38.0 million square feet of GLA and 112 properties.

Forward-Looking Information
Certain statements contained in this news release may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking information is often, but not always, identified by the use of words such as “anticipate”, “plan”, “expect”, “may”, “will”, “intend”, “should”, and similar expressions. This information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information. Forward looking information in this news release includes, but is not limited to, statements relating to the delisting of Units following closing of the Transaction and the expectation that WPT will cease to be a reporting issuer following closing of the Transaction.

Although WPT believes that the expectations and assumptions on which the forward-looking information contained in this news release is based are reasonable, undue reliance should not be placed on the forward-looking information because WPT can give no assurance that it will prove to be correct. Since forward-looking information addresses future events and conditions, by its very nature it involves inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks.

The forward-looking information contained in this news release represents WPT’s expectations as of the date hereof, and is subject to change after such date. WPT disclaims any intention or obligation to update or revise any forward-looking information whether as a result of new information, future events or otherwise, except as required under applicable Canadian securities laws.

Forward-Looking Statements
Certain information contained in this communication constitutes “forward-looking statements” within the meaning of the federal securities laws and the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by the use of forward looking terminology, such as “outlook,” “indicator,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates”, “confident,” “conviction,” “identified” or the negative versions of these words or other comparable words thereof. These may include financial projections and estimates and their underlying assumptions, statements about plans, objectives and expectations with respect to future operations, statements regarding future performance and statements regarding identified but not yet closed acquisitions. Such forward-looking statements are inherently uncertain and there are or may be important factors that could cause actual outcomes or results to differ materially from those indicated in such statements. These factors include, but are not limited to, those described under the section entitled “Risk Factors” in BREIT’s prospectus, and any such updated factors included in its periodic filings with the Securities and Exchange Commission (the “SEC”), which are accessible on the SEC’s website at www.sec.gov. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this document (or BREIT’s prospectus and other filings). Except as otherwise required by federal securities laws, BREIT undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.

View source version on businesswire.com: https://www.businesswire.com/news/home/20211020005918/en/

Jeffrey Kauth

(212) 583-5395

Jeffrey.Kauth@Blackstone.com

Scott Frederiksen, Chief Executive Officer

Matt Cimino, Chief Operating Officer

Tel: (612) 800-8530

IR@wptreit.com

Source: Blackstone Real Estate Income Trust, Inc.

FAQ

What is the value of the acquisition of WPT by Blackstone (BX)?

The acquisition of WPT was valued at US$3.2 billion, including debt.

How much will WPT unitholders receive from the acquisition?

WPT unitholders will receive US$22.00 per outstanding unit.

When will WPT units be delisted from the Toronto Stock Exchange?

WPT units will be delisted at the close of business on October 20, 2021.

What will happen to WPT after the acquisition by Blackstone?

After the acquisition, WPT will cease to be a reporting issuer and will operate as WPT Capital Advisors.

What is the strategic importance of Blackstone's acquisition of WPT?

The acquisition is expected to enhance BREIT’s portfolio, expanding its footprint in the industrial real estate sector.