Global real estate investment company Kennedy Wilson (NYSE: KW) and Toll Brothers, Inc. (NYSE: TOL), the nation’s leading builder of luxury homes, announced that Kennedy Wilson has agreed to acquire Toll Brothers’ Apartment Living platform, including its in-house development team and its interests in a portfolio of completed properties and assets under development, for a total purchase price of $347 million.
As part of the transaction, Kennedy Wilson will acquire Toll Brothers’ general partner interests in 18 apartment and student housing properties with AUM of $2.2 billion. Kennedy Wilson will also acquire a pipeline of 29 sites in various stages of development which, if completed, would total approximately $3.6 billion of invested capital, with Kennedy Wilson to assume construction management responsibilities for these properties. As part of the transaction, Kennedy Wilson will also manage 20 apartment and student housing properties that will remain with Toll Brothers following closing, representing another $3.0 billion of AUM for Kennedy Wilson. It is Toll Brothers’ intention to dispose of these remaining assets over time and exit the multifamily development business.
Kennedy Wilson will also acquire the expertise of the Toll Brothers Apartment Living management team. It expects to make offers to all employees of Toll Brothers Apartment Living and anticipates the entire Apartment Living executive team will join Kennedy Wilson to oversee the existing portfolio and further grow the development platform.
In addition, the transaction is expected to create a new long-term relationship between the two companies that paves the way for future investment opportunities across rental and for-sale housing. Under this arrangement, Kennedy Wilson will refer prospective for-sale housing opportunities to Toll Brothers, and Toll Brothers will reciprocate with rental housing opportunities, creating a mutually beneficial pipeline of shared deal flow.
Kennedy Wilson expects to make an initial investment of approximately $90 million in the acquired interests and will assume Toll Brothers’ general partner role in such acquired assets. The balance of the purchase price will be funded from existing Kennedy Wilson partners. The transaction will immediately enhance the scale of Kennedy Wilson’s world-class investment management platform.
“We are thrilled to welcome the best-in-class team at Toll Brothers Apartment Living to Kennedy Wilson and to further accelerate the growth of our investment management business and multifamily development capabilities at a time when the country is in true need of new, high-quality housing,” said William McMorrow, Chairman and CEO of Kennedy Wilson. “This purchase helps create an unparalleled national platform within the rental housing space that totals over 80,000 units we own, finance or manage, and solidifies Kennedy Wilson’s fully integrated capabilities across real estate development, acquisitions, and asset management along with a market-leading housing-focused credit platform.”
“We are proud of the value that has been created by our Toll Brothers Apartment Living business, and we are excited for the future of this team with Kennedy Wilson,” said Douglas C. Yearley, Jr., Chairman and CEO of Toll Brothers. “This transaction will unlock significant capital for our stockholders, while allowing us to focus on our core homebuilding business and continue our transformation to a more asset-light homebuilder. We are pleased that our Toll Brothers Apartment Living employees have found a new home at Kennedy Wilson.”
J.P. Morgan Securities LLC acted as Kennedy Wilson’s exclusive financial advisor. Latham & Watkins served as Kennedy Wilson’s legal counsel. Goldman Sachs & Co. LLC and Vestra Advisors acted as Toll Brothers’ financial advisors, and Fried, Frank, Harris, Shriver & Jacobson LLP served as Toll Brothers’ legal counsel.
