Apple-Apple Merger to Stay Focused on Select-Service Hotels

The $1.3 billion merger will create a combined portfolio comprising 234 Hilton and Marriott hotels.
Justin Knight, Apple Hospitality

Justin Knight, Apple Hospitality

Richmond, Va.—One of the largest select-service lodging REITs in the industry reportedly will be the result of a just-announced merger between Apple Hospitality REIT Inc. and Apple REIT Ten Inc., both of Richmond, Va. The combined company will have an enterprise value of about $5.7 billion and a total equity market cap of about $4.4 billion, with a total asset base of 234 hotels with 30,017 guestrooms across 33 states and 94 MSAs.

The implied transaction value reportedly is $1.3 billion, consisting of about $94 million in cash, approximately 49.1 million Apple Hospitality common shares issued to Apple Ten shareholders, and the extinguishment or assumption of about $239 million in debt.

The transaction is expected to close in the third quarter of 2016, but the merger agreement gives Apple Ten a go-shop period through May 28. After closing, Apple Hospitality shareholders are expected to own about 78 percent of the combined company and Apple Ten shareholders are expected to own the remaining approximately 22 percent.

On completion of the merger, the combined company will retain the Apple Hospitality REIT name and continue to trade on the NYSE under the ticker symbol APLE. Apple Hospitality’s management team will remain in their respective roles in the combined company: Justin Knight as president & CEO, Krissy Gathright as COO, Bryan Peery as CFO, and Glade Knight as executive chairman.

An Apple Hospitality spokesperson declined to comment to Commercial Property Executive on the transaction.

Apple Hospitality REIT (formerly Apple REIT Nine Inc.) resulted from the mergers of Apple REIT Seven Inc. and Apple REIT Eight Inc. into the company in March 2014. Apple REIT Ten was formed by Glade Knight, its CEO & chairman.

“We are pleased to have the opportunity to acquire this highly complementary portfolio of leading Hilton and Marriott branded select service hotels, while preserving our conservative capital structure,” Justin Knight, Apple Hospitality’s president & CEO, said in a prepared statement.

Apple Hospitality’s portfolio consists of 179 hotels with 22,961 guestrooms and achieved an average RevPAR of $100.59 in 2015. Apple Ten’s portfolio, which comprises 55 hotels (only Hilton and Marriott brands) with 7,056 guestrooms, saw a 2015 RevPAR of $97.10.

Apple Ten’s low leverage, Apple Hospitality emphasized, complements its own “long-term strategy of maintaining a conservative capital structure.” The combined company’s anticipated leverage (based on net debt and 2016 estimated adjusted EBITDA) is expected to be approximately 3.0x at closing, reportedly among the lowest in the REIT industry. In addition, the combined company will have well-staggered debt maturity profile.