Blackstone Real Estate Partners X L.P., managed by Blackstone Real Estate Advisors L.P. entered into a definitive agreement to acquire Apartment Income REIT Corp. (NYSE:AIRC) for approximately $5.7 billion on April 7, 2024. Blackstone will acquire all outstanding common shares of AIR Communities for $39.12 per share in an all-cash transaction valued at approximately $10 billion, including the assumption of debt. Subject to and upon completion of the transaction, AIR Communities? common stock will no longer be listed on the New York Stock Exchange. Upon a termination of the Merger Agreement, under certain circumstances, Apartment Income REIT will be required to pay a termination fee to Blackstone of $183 million. In certain other circumstances, Blackstone will be required to pay Apartment Income REIT a reverse termination fee of $550 million upon termination of the Merger Agreement. The transaction was unanimously approved by the Apartment Income REIT Board of Directors and Black Stone and is expected to close in the third quarter of 2024, subject to approval by Apartment Income REIT?s stockholders and other customary closing conditions, as well the absence of a law or order restraining, enjoining, rendering illegal or otherwise prohibiting the consummation of the Merger.

BofA Securities, Barclays, Goldman Sachs & Co. LLC and Wells Fargo are acting as Blackstone?s financial advisors, and Brian M. Stadler, Erik Quarfordt, Danielle Jackson, Nancy Mehlman, Andrew Blau, Greg Grogan, Kristy Fields, Lori Lesser and Matthew B. Rogers of Simpson Thacher & Bartlett LLP serving as Blackstone?s legal counsel. Citigroup Global Markets Inc. is acting as Apartment Income REIT's financial advisor as well as fairness opinion provider, and Joseph A. Coco and Kyle J. Hatton of Skadden, Arps, Slate, Meagher & Flom LLP serving as Apartment Income REIT's legal counsel. MacKenzie Partners, Inc. is acting as Apartment Income REIT's proxy solicitation agent for a fee of $20,000.