ACR to Acquire ACRES Capital, Internalize Management
ACRES Commercial Realty Corp. (ACR) announced a definitive merger agreement to acquire ACRES Capital Corp. (ACC) in an all-stock transaction, simultaneously internalizing its management. The deal, unanimously approved by ACR's independent Special Committee, involves issuing approximately 7.5 million shares of ACR common stock to ACC stockholders, priced at ACR's fully diluted book value as of December 31, 2025. This strategic move is expected to expand ACR's assets under management from $2.2 billion to $4.7 billion, align management interests with stockholders, and enhance earnings available for distribution (EAD) with targeted yields of 8%-15%. The transaction is anticipated to close in Q3 2026, subject to stockholder approval.
Key Highlights
- ACR to acquire ACRES Capital Corp. (ACC) and internalize management in an all-stock transaction.
- ACR will issue approximately 7.5 million shares to ACC stockholders at ACR's fully diluted book value as of December 31, 2025.
- Net increase in ACR shares outstanding expected to be approximately 6.3 million after consolidation.
- Assets under management (AUM) expected to expand from $2.2 billion to an anticipated $4.7 billion.
- ACR management and employees are expected to own over 45% of ACR common equity at closing.
- Transaction is expected to close during the third quarter of 2026, subject to stockholder approval.
- Targeted post-transaction EAD yields of 8%-15% and expected to be accretive to EAD.
- Existing senior leadership team will continue to manage the company.