Vornado agrees to $8.4B merger of DC properties with JBG

REIT’s board previously approved spinoff

Steve Roth

UPDATED, Oct. 31, 6:30 p.m.: Vornado Realty Trust on Monday signed a “definitive agreement” to merge its Washington, D.C. properties with JBG Companies in a $8.4 billion deal, the real estate investment trust announced in its quarterly earnings report.

Prior to the agreement, Vornado’s board approved the D.C. properties’ spinoff into a separate entity, paving the way for the merger. Steve Roth, Vornado’s CEO, will serve as chairman of the board of trustees for the new company. The company will be called JBGSmith and will trade on the New York Stock Exchange.

Vornado [TRDataCustom] shareholders are expected to own 74 percent of the combined company, with JBG holding the remaining shares. The company’s portfolio will consist of 50 office properties totaling 11.8 million square feet, as well as 4,451 residential units and 11 other assets in the D.C. area, the new company said. Matt Kelly, a managing partner at JBG, will be the company CEO.

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Last week, Bloomberg reported that Vornado was mulling a sale, with insiders speculating that the portfolio could fetch $6 billion.  Vornado has said it plans to focus on its core business — properties in New York City.

Earlier this year, Maryland-based JBG agreed to take over New York REIT. That deal fell through.

Correction: The article has been changed to reflect that the deal is a merger, not a sale.