CNL Lifestyle Announces Consummation of Sale of Remaining Properties
April 10, 2017 | by James Sprow | Blue Vault
On March 24, 2017, at a special meeting of stockholders of the Company approved the sale and a plan that contemplates the complete liquidation and dissolution of the Company following the Sale. On April 6, 2017, the Company and the Purchasers consummated the Sale, which resulted in cash proceeds to the Company of approximately $153.2 million and 8,851,264 common shares of beneficial interest of EPR Properties (“EPR”), a real estate investment trust. The Company’s portion of the cash consideration remains subject to certain post-closing purchase price adjustments. Based on the closing price of EPR common shares of $74.28 on the Closing Date, the value of the Share Consideration as of the Closing Date is approximately $657.5 million, or approximately $2.02 per each share of Company common stock. The Company cautions that the value of the Share Consideration may change between the Closing Date and the date of the Interim Distribution.
Pursuant to the Plan of Dissolution, the Company will distribute to stockholders the net proceeds from the Sale. As previously reported on March 24, 2016, immediately following the special meeting of stockholders, the Board unanimously established March 31, 2017, as the record date for stockholders entitled to receive the Share Consideration along with such amount of cash, if any, that the Board may subsequently determine to distribute to the stockholders. The Company anticipates that the Board will authorize the Interim Distribution following the closing of the Sale and that the Interim Distribution, consisting of the Share Consideration and some amount of cash, will occur on or around April 20, 2017. The Share Consideration will be distributed based on a ratio of approximately 2.7219 shares of EPR common stock for each 100 shares of Company common stock.
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