Lxp Industrial Trust · NYSE:LXP
Lxp Industrial Trust — Lexington Corporate Properties Trust — Merger or Acquisition (July 2006)
11 slides from Lxp Industrial Trust's merger presentation, Jul 24, 2006
Slide 1: Lexington Corporate Properties Trust and Newkirk Realty Trust Announce Merger Agreement
Exhibit 99.3 Lexington Corporate Properties Trust and Newkirk Realty Trust Announce Merger Agreement 24 July 2006 Safe Harbor This presentation, together with other statements and information publicly disseminated by Lexington and Newkirk, contains "forward-looking statements" within the meaning of
Slide 2: Table of Contents
2 Table of Contents Transaction Overview ………………………….………………………………………… 4 Strategic Rationale ……………………………………………………………………… 10 Closing Timeline ………………………………………………………………………… 19 3 Transaction Overview
Slide 3: Transaction Overview
Transaction Overview Newkirk Realty Trust, Inc. (“Newkirk”) will merge with and into Lexington Corporate Properties Trust (“Lexington”) at a fixed exchange ratio of 0.80 Lexington common shares for each share of Newkirk common stock. Newkirk operating partnership units will undergo a reverse split o
Slide 4: Transaction Overview
Be internally advised. Newkirk’s external advisory agreement will be terminated. (1) Percentages based on proportional contribution to annualized base rent revenues. 6 Transaction Overview The merger will: Increase critical mass, diversification and market penetration. Improve tenant credit quality
Slide 5: Transaction Overview: Form of Transaction and Combined Company Management
Transaction immediately accretive to AFFO. AFFO per share is expected to range from $2.10 to $2.20 in 2007. (1) Based on preliminary estimates; value supplied to provide guidance. 8 Transaction Overview Newkirk will merge with and into Lexington at a fixed exchange ratio of 0.80 Lexington common sha
Slide 6: Strategic Rationale
Strategic Rationale Increases Critical Mass, Diversification and Market Penetration Improves Tenant Credit Quality with Majority Investment Grade Tenants Enhances Geographic and Asset Diversity With East and West Coast Concentrations Strengthens Balance Sheet and Financial Metrics Expands Investment
Slide 7: The Combined Company's High Quality Assets Will Be Majority Occupied By Investment Grade Tenants
(1) Calculated by multiplying 7/21/06 share price by shares and units outstanding on 3/31/06 and adding debt (net of cash) and the liquidation preference of preferred stock as of 3/31/06. Spirit Finance Corporation is adjusted for its 6/2/06 acquisition of ShopKo and its 6/22/06 common stock offerin
Slide 8: With More Than 350 Properties Spread Across the United States, a Diversified Earnings Base
Note: Excludes two properties held in discontinued operations. 14 Strategic Rationale With More Than 350 Properties Spread Across the United States, the Combined Company Will Have A Significantly Diversified Earnings Base Maintains Asset Diversity Increases Presence in High Growth Rental Markets (1)
Slide 9: Strengthens Balance Sheet and Financial Metrics
Net debt-to-enterprise value is expected to decrease from approximately Conservative Leverage 50% to 45% (2). Lexington’s common annualized dividend is expected to increase to $1.50 per share. Moderate FFO and AFFO payout ratios are expected to be approximately 83% and Payout Ratio 70%, respectively
Slide 10: Closing Timeline
Established Net Lease Acquisition and Disposition Track Record Successful Opportunistic Investment History Extensive Single and Multi-Tenant Leasing and Re-Leasing Skills Better Company for Exploiting Additional Revenue Opportunities Established Institutional Joint Venture Relationships Established
Slide 11: Closing Timeline and Additional Information about the Merger
File SEC Disclosure and Proxy Materials ……………………………… Mid August 2006 Receive SEC Comments ………………………………………………… Late August 2006 Clear SEC Review ………………………………………………………… September 2006 Deliver Proxy to Shareholders …………………………………………… September 2006 Close Merger …………………………………………………….……… November 2006 20
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