Veris Residential to Be Acquired by Affinius Capital-Led Investor Consortium for $3.4 Billion in Cash

About this update from Veris Residential, Inc.

Unlocks Immediate Value Upon Close with Shareholders to Receive $19.00 per Share in Cash Underscores Strength of Veris Portfolio and Market Position as a Pure-Play Multifamily REIT JERSEY CITY, N.J., Feb. 23, 2026 /PRNewswire/ -- Veris Residential, Inc. (NYSE: VRE) ("Veris" or the "Company"), a forward-thinking, Northeast-focused, Class A multifamily REIT, today announced that it has entered into a definitive merger agreement (the "Merger Agreement") to be acquired by an investor consortium led by Affinius Capital in partnership with Vista Hill Partners (the "Investor Consortium"), in an all-cash transaction for $19.00 per share of Veris common stock (the "Transaction"), representing an implied enterprise value of $3.4 billion. The Transaction price reflects a 23.2% premium to Veris' unaffected closing share price on February 4, 2026, and a 27.5% premium to the Company's 30-day volume weighted average price for the period ended February 4, 2026. This Transaction is the culmination of Veris' strategic transformation and a comprehensive review of strategic alternatives conducted by the Company and assisted by financial advisors J.P. Morgan and Morgan Stanley & Co. LLC. Following inbound interest, the Company and its advisors engaged with a broad group of potential counterparties, including financial sponsors, sovereign wealth funds, pension funds and multifamily investment platforms. The Transaction has been unanimously approved by Veris' Board of Directors and is expected to close in the second quarter of 2026, subject to approval by Veris' shareholders and other customary closing conditions. Tammy K. Jones, Chair of Veris' Board of Directors, commented, "Since the reconstitution of the Board in 2020, Veris has undergone a remarkable transformation into a sector-leading, pure-play multifamily REIT. Throughout this period, the Board has remained focused on enhancing value for shareholders, executing on initiatives that drive operational improvements while divesting non-strategic assets. After a comprehensive review process conducted with independent financial and legal advisors, the Board unanimously determined the all-cash Transaction delivers compelling value and certainty to shareholders with an immediate cash premium. On behalf of the Board, I want to recognize the m...

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