Plymouth Industrial REIT to be acquired by Makarora for $22 per share, or $2.1B

Plymouth Industrial REIT (PLYM) announced that it has entered into a definitive merger agreement under which entities affiliated with Makarora Management LP, along with Ares Alternative Credit funds (ARES), will acquire all outstanding shares of Plymouth’s common stock and all outstanding limited partnership interests of Plymouth Industrial OP, LP for $22.00 per share, in an all-cash transaction valued at approximately $2.1B, including the assumption of certain outstanding debt. The transaction, which has been unanimously approved by Plymouth’s Board of Directors, is expected to close in early 2026, subject to approval by Plymouth’s shareholders and other customary regulatory approvals and other closing conditions. Plymouth intends to conduct a 30-day “go-shop” period that will expire at 11:59 PM ET on November 23, 2025, which permits Plymouth and its financial advisors to actively initiate, solicit and consider alternative acquisition proposals from third parties. Plymouth’s Board of Directors will have the right to terminate the Merger Agreement to enter into a superior proposal, subject to the terms and conditions of the Merger Agreement. There can be no assurance that this process will result in a superior proposal and Plymouth does not anticipate providing any updates during the 30-day “go-shop” period. Plymouth will pay its previously announced third quarter dividend on October 31, 2025 and will pay dividends as reasonably necessary for the Company to maintain its status as a real estate investment trust for tax purposes and to avoid incurring any entity level income or excise tax, but Plymouth may not pay any other dividends during the term of the Merger Agreement. Upon completion of the transaction, Plymouth will become a private company and shares of Plymouth’s common stock will be de-registered under the Securities Exchange Act of 1934, as amended, and no longer trade on the NYSE. As a result of this announcement, the company does not plan to file its customary earnings release, supplemental information and prepared commentary or to host a conference call or webcast to discuss its financial results for the quarter ended September 30.