URSTADT BIDDLE PROPERTIES INC: M&A transaction — Urstadt Biddle completes merger with Regency Centers, delisted from NYSE

URSTADT BIDDLE PROPERTIES INC

Each share of Urstadt Biddle common stock converted into 0.347 share of Regency common stock.
Series H and K preferred stock converted into new Regency preferred series with substantially similar terms.
Amended credit agreement repaid and terminated; no material early termination penalties incurred.
All officers and directors resigned at Second Merger effective time except Willing L. Biddle as sole director, later replaced.
Company converted to Maryland LLC named REG-UB Properties, LLC, now indirect subsidiary of Regency.

item 1.02 item 2.01 item 3.01 item 3.03 item 5.01 item 5.02 item 5.03 item 9.01

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Departed

Willing L. Biddle

Sole Director

URSTADT BIDDLE PROPERTIES INC

Effective: 2023-08-18
Successor: Michael R. Herman
Filed: August 21, 2023, 7:59 PM ET

except Mr. Biddle who resigned from all of his respective aforementioned positions except as sole director of the Company.

Appointed

Michael R. Herman

Sole Director

URSTADT BIDDLE PROPERTIES INC

Effective: 2023-08-18
Filed: August 21, 2023, 7:59 PM ET

the sole stockholder of the Company replaced Mr. Biddle as sole director with Michael R. Herman.

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

Willing L. Biddle resigned as Sole Director at URSTADT BIDDLE PROPERTIES INC.

Action: resigned
Role: Sole Director

Exact text from the filing

except Mr. Biddle who resigned from all of his respective aforementioned positions except as sole director of the Company.

View on SEC.gov

Executive change SEC 8-K Item 5.02 confidence 0.95

Michael R. Herman was appointed as Sole Director at URSTADT BIDDLE PROPERTIES INC.

Action: appointed
Role: Sole Director

Exact text from the filing

the sole stockholder of the Company replaced Mr. Biddle as sole director with Michael R. Herman.

View on SEC.gov

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

URSTADT BIDDLE PROPERTIES INC underwent a change of control involving Regency Centers Corporation (closed 2023-08-18).

Action: change of control
Counterparty: Regency Centers Corporation
Closing: 2023-08-18

Exact text from the filing

This Current Report on Form 8-K is being filed in connection with the consummation on August 18, 2023 (the " Closing Date ") of the transactions contemplated by that certain Agreement and Plan of Merger (the " Merger Agreement "), dated as of May 17, 2023, by and among Regency Centers Corporation, a Florida corporation (" Regency "), Hercules Merger Sub, LLC, a Maryland limited liability company and a wholly-owned subsidiary of Regency (" Merger Sub "), Urstadt Biddle Properties Inc., a Maryland corporation (the " Company "), UB Maryland I, Inc., a Maryland corporation and a direct wholly-owned subsidiary of the Company (" Hermes Sub I "), and UB Maryland II, Inc., a Maryland corporation and a direct wholly-owned subsidiary of Hermes Sub I (" Hermes Sub II ").

View on SEC.gov

Browse all m&a transactions →

Source: SEC EDGAR

accession 0001193125-23-217007

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.