AvalonBay and Equity Residential agree to all-stock merger; AVB holders get 2.793 EQR shares

AVALONBAY COMMUNITIES INC

Each AvalonBay share converts to 2.793 Equity Residential common shares; combined co will have new name.
Board of 14: 7 from each company; Stephen Sterrett Chairman, Benjamin Schall CEO of combined entity.
Termination fees: AVB pays ~$1.070B, EQR pays ~$1.005B under certain conditions.
Dividends capped during pendency: AVB $1.78/quarter, EQR $0.7025/quarter; must maintain REIT status.
Closing expected by May 20, 2027, subject to stockholder approvals, tax opinions, and other conditions.

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