Veris Residential taken private in $3.4bn deal

May 2026 | DEALFRONT | PRIVATE EQUITY & VENTURE CAPITAL

Financier Worldwide Magazine

May 2026 Issue

Veris Residential, the US multi-family real estate investment trust, agreed to be taken private in an all‑cash transaction valued at $3.4bn including debt. The acquisition will be carried out by a consortium led by Affinius Capital together with Vista Hill Partners.

The agreement marks the culmination of several years of strategic repositioning by Veris following a long period of restructuring and asset divestment.

Under the terms announced, Veris shareholders will receive $19 per share, representing a premium to the company’s most recent closing price. The parties expect the transaction to complete in the second quarter of 2026 subject to shareholder approval and standard regulatory and procedural conditions.

Financing will be provided through a combination of equity and debt, including a $2.08bn bridge facility. Veris intends to pay its regular first‑quarter 2026 dividend before suspending subsequent distributions as it prepares to transition to private ownership.

The company’s board of directors has unanimously approved the acquisition. After a strategic review undertaken with external legal and financial advisers, the board concluded that the offer provides immediate and certain value for shareholders.

Bow Street LLC, which manages funds holding approximately 5.6 percent of Veris’ outstanding shares, has agreed to vote in favour of the deal under the terms of a support agreement. Once the transaction closes, Veris’ common stock will be delisted from the New York Stock Exchange.

In the statement issued with the announcement, Tammy K. Jones, chair of the board at Veris, emphasised the transformation achieved since 2020. She noted that the board had overseen a shift to a focused multifamily strategy, supported by operational improvements and the disposal of non‑core assets. She added that the management team had demonstrated consistent commitment throughout the process.

Mahbod Nia, chief executive of Veris, said the transaction represented the conclusion of the company’s efforts to strengthen its balance sheet, simplify its operations and concentrate exclusively on high‑quality residential properties in leading US markets.

Veris Residential now operates primarily in the northeastern US where it owns and develops class A multifamily communities. Over recent years it has divested its office assets, with notable disposals in 2025 including several premium New Jersey and New York properties. This repositioning aligns with its goal of serving residents through a technology‑enabled, vertically integrated operating platform.

Affinius Capital, which manages $61bn in assets, has an extensive history of real estate investment across North America and Europe, including significant multifamily acquisitions. Vista Hill Partners focuses on developing and enhancing real estate portfolios in concentrated geographic markets in the northeastern US, Texas and Europe. The firm is co‑led by Jonathan Kushner of the Kushner Real Estate Group.

The take‑private transaction follows rising private equity interest in real estate investment trusts. Low share prices and stable underlying assets have encouraged sponsors to pursue similar deals across the sector. Earlier this year, Kennedy Wilson agreed to be taken private in a separate transaction. In Veris’ case, investor pressure had been building, with Erez Asset Management calling for a strategic review in early 2026 and arguing that a sale could unlock additional value for shareholders.

In late 2022, Veris rejected unsolicited proposals from Kushner Companies LLC, the business associated with Jared Kushner. Those approaches preceded the company’s subsequent transformation into a pure‑play multifamily operator.

The current agreement appears to have brought stability to the process, although some analysts have observed that previous arguments for a higher valuation leave open the possibility of future interest from other parties.

However, as of the end of March 2026 no competing bids have emerged and the consortium led by Affinius Capital and Vista Hill Partners remains on course to complete the acquisition in the coming months.

Richard Summerfield