Cousins Properties,TIER REIT Combine To Create Preeminent Sun Belt Office REIT

(RTTNews) - Cousins Properties (CUZ) and TIER REIT, Inc. (TIER) announced Monday that they have entered into a definitive merger agreement to combine in a 100 percent stock-for-stock transaction. The transaction will create a Class A office REIT with a combined portfolio of over 21 million square feet located across the Sun Belt.

The combined company will have an equity market capitalization of approximately $5.9 billion and a total market capitalization of approximately $7.8 billion.

Under the terms of the agreement, Cousins will issue 2.98 shares of newly issued common stock in exchange for each share of TIER stock.

Upon closing, Cousins and TIER stockholders will own approximately 72% and 28% of the combined company's stock, respectively.

The transaction, expected to close during the third quarter of 2019, is subject to customary closing conditions, including receipt of the approval of both Cousins and TIER stockholders. Each of the Board of Directors of Cousins and TIER have unanimously approved the merger.

The combination of the two highly complementary companies creates the preeminent Sun Belt office REIT with a best-in-class balance sheet. The company will own an unmatched portfolio of trophy office properties in the premier submarkets of Atlanta, Austin, Charlotte, Dallas, Phoenix and Tampa.

Upon completion of the merger, the company will retain the Cousins name and will trade under the ticker symbol CUZ on NYSE. The combined company's headquarters will be located in Atlanta, GA.

Annual net G&A savings are anticipated to be approximately $18.5 million, to be realized immediately upon closing. In addition, the combined company also anticipates realizing operational and leasing synergies through increased market scale.