Resource REIT to be Acquired by Blackstone Real Estate

PHILADELPHIA, Jan. 24, 2022 (GLOBE NEWSWIRE) — Resource REIT, Inc. (the “REIT” or the “Company”), a publicly traded unlisted real estate investment trust, announced today that it has entered into a definitive agreement with Blackstone Real Estate Income Trust, Inc. (“BREIT”), under which BREIT will acquire all of the REIT’s outstanding common shares for $14.75 per share in a cash transaction valued at $3.7 billion, including the assumption of the REIT’s debt.

Under the terms of the agreement, BREIT will acquire the REIT’s portfolio of garden-style multi-family homes, which consists of 42 residential communities totaling more than 12,600 units. The assets have significant green space and amenities and are located in some of the strongest and fastest growing submarkets in 13 states, including Arizona, Colorado, Florida, Georgia and Texas.

“We are excited about this agreement with BREIT as it will provide significant and secure value for our shareholders,” said Alan F. Feldman, Chairman and CEO of Resource REIT. “The award of the transaction represents the accumulated hard work and dedication of our talented team of professionals and we are confident that these communities are in good hands with Blackstone.”

Asim Hamid, Senior Managing Director at Blackstone Real Estate, said, “This transaction represents a continuation of our belief in investing in quality multi-family homes in emerging markets in the United States. world class management practices to ensure these properties are well maintained and provide residents with an exceptional experience.”

The transaction was unanimously approved by the REIT’s board of directors and represents a premium of 63 percent over the REIT’s most recently published net asset value of $9.06 per share, which was originally determined by the REIT’s board of directors on January 28, 12 months ago. 2021. The transaction is expected to close in the second quarter of 2022, subject to customary closing conditions, including approval by the REIT’s common shareholders. The transaction is not dependent on receipt of financing.

Lazard Frères & Co. LLC is acting as exclusive financial advisor to the REIT and DLA Piper LLP (US) is acting as legal advisor. BofA Securities, BMO Capital Markets Corp., Eastdil Secured Advisors LLC and RBC Capital Markets LLC are acting as financial advisors to BREIT and Simpson Thacher & Bartlett LLP is acting as legal advisors.

About Resource REIT, Inc.
Resource REIT, Inc. (the “REIT”, the “Company”) is a self-managed real estate investment trust owning a diversified portfolio of suburban gated communities in target markets throughout the United States. The REIT owns 42 multifamily properties (excluding three properties previously agreed to be sold) in 13 states as of December 31, 2021. For more information, visit the REIT’s website at www.ResourceREIT.com.

About Blackstone Real Estate Income Trust, Inc.
Blackstone Real Estate Income Trust, Inc. (“BREIT”) is a perpetual, institutional-grade real estate investment platform that makes private real estate available to income-seeking investors. BREIT invests primarily in stabilized, income-generating US commercial real estate of all major property types and to a lesser extent in real estate debt investments. BREIT is managed externally by a subsidiary of Blackstone (NYSE: BX), a global leader in real estate investments. Blackstone’s real estate business was founded in 1991 and has approximately $230 billion in investor capital under management. For more information, visit www.breit.com.

Additional information and where to find it
This announcement relates to the proposed merger transaction in which the company is a party. In connection with the Proposed Merger, the Company will file relevant filings with the Securities and Exchange Commission (the “SEC”), including a proxy statement on Schedule 14A (the “Proxy Statement”). This announcement is not a substitute for the proxy statement or other documents the Company may file with the SEC and send to the Company’s stockholders in connection with the Proposed Transaction. INVESTORS AND SECURITYHOLDERS OF THE COMPANY ARE URGED TO READ THE PROXY STATEMENT AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THE WHOLE WHEN THEY ARE AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders may obtain free copies of the proxy statement and other documents filed by the Company with the SEC through the SEC’s website at http://www.sec.gov. Copies of the Company’s SEC filings are available free of charge at the Company’s website at www.resourcereit.com or by contacting the Company’s Investor Relations department at 866-469-0129.

participants in the tender
The Company and its directors and officers may be deemed participants in the solicitation of proxies in relation to the proposed transaction pursuant to SEC rules. Information about the Company’s directors and officers is set forth in its Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on March 25, 2021, its proxy statement for the 2021 stockholders meeting, which was filed with the SEC on April 26, 2021, and subsequent documents filed with the SEC. Additional information about the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will also be included in the proxy statement and other relevant materials to be filed with the SEC when they become available. Investors should read the proxy statement carefully when it becomes available before making any voting or investment decisions.

Forward-Looking Statements
The forward-looking statements contained in this release, including statements regarding the proposed merger transaction and the timing and benefits of such transaction, are subject to various risks and uncertainties. Although the Company and BREIT believe that the expectations reflected in the forward-looking statements contained herein are based on reasonable assumptions, there can be no assurance that such expectations will be met. Forward-looking statements that are based on certain assumptions and describe future plans, strategies and expectations of the Company are generally identified by the use of the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project.” or other similar expressions. Such statements involve known and unknown risks, uncertainties and other factors that could cause the Company’s or BREIT’s actual results to differ materially from any future results, performance or achievements projected or contemplated in the forward-looking statements. Factors that could affect outcomes and results include, among others: (i) risks related to the Company’s ability to obtain the necessary shareholder approvals for the merger to be completed and the timing of the completion of the merger, including risks that any condition to Completion will not be satisfied within the anticipated time frame or at all, or that Completion of the Merger will not occur, (ii) the outcome of any legal proceedings that may be instituted against the parties and others in connection with the Merger Agreement, ( iii) unexpected difficulties or expenses in connection with the transaction, the reaction of business partners and competitors to the announcement of the transaction and/or potential difficulties in retaining employees as a result of the announcement and pending transaction, (iv) the Company’s possible failure to establish its qualifications as REIT, and (v) those additional risks and factors discussed in the Company’s and BREIT’s reports filed with the SEC from time to time, including those discussed under the heading “Risk Factors” in their respective most recently filed reports Annual Reports on Form 10-K, as updated by subsequent Quarterly Reports on Form 10-Q and other reports filed the S. Neither the Company nor BREIT undertake any obligation to update or revise any forward-looking statements, whether as a result of new information , future events or for other reasons. Investors should not rely on forward-looking statements.

Resource REIT contact
Marianne McGuire
(267) 256-5964
[email protected]

Blackstone media contact
Jeffrey Kauth
(212) 583-5395
[email protected]