CareTrust REIT to Acquire Care REIT plc in Final All-Cash Deal

CareTrust REIT to Acquire Care REIT plc in Final All-Cash Deal

CareTrust REIT, Inc., a U.S.-based real estate investment trust focused on senior housing and healthcare properties, has formally announced a recommended cash acquisition of Care REIT plc, a UK-based healthcare property investment company. The offer, made through CR United Bidco Ltd (“Bidco”), a wholly-owned subsidiary of CareTrust, proposes a final price of 108 pence per share for all issued and to-be-issued ordinary shares in Care REIT.

This offer, described by CareTrust as “full, fair, and final,” underscores the company’s intent to firmly establish its presence in the United Kingdom’s healthcare property sector. Under the terms of the deal, the acquisition price will not be increased unless a third-party bid emerges or exceptional circumstances arise that are approved by the regulatory panel. A more detailed joint announcement from both companies was issued via the UK’s Regulatory News Service.

A Strategic Step Across the Atlantic

According to CareTrust CEO Dave Sedgwick, the proposed acquisition is more than a financial transaction—it represents the beginning of a long-term strategy to extend CareTrust’s footprint into new international markets.

“In a very real sense, regardless of the outcome of the shareholder vote, we feel like we’ve already achieved an important milestone,” Sedgwick stated. “The warm and enthusiastic reception we’ve received from UK-based care operators has been nothing short of inspiring. Many have expressed strong interest in collaborating with us to grow their platforms and elevate standards of care.”

Sedgwick went on to explain that even in advance of finalizing the transaction, CareTrust has already begun laying the foundation for an investment pipeline in the UK. “Whether or not this specific acquisition is approved by shareholders, we are committed to entering the UK market,” he emphasized. “The opportunity for strategic, long-term growth is significant, and we are already seeing it take shape.”

Offer Premium Reflects Strong Confidence

The proposed offer of 108 pence per share reflects a considerable premium on Care REIT’s recent market performance. When first announced, the offer represented a 32.8% premium over Care REIT’s closing share price on March 10, 2025. Additionally, the offer price represents a 28.1% premium over Care REIT’s volume-weighted average share price over the 12-month period ending March 10, 2025.

This premium, according to Sedgwick, is designed to provide shareholders of Care REIT with certainty and immediate value amidst a turbulent global financial landscape. “While markets around the world have recently been plagued with volatility and uncertainty, our offer cuts through the noise. It delivers clear, tangible value to shareholders of Care REIT,” he explained.

Sedgwick added that CareTrust believes the fundamentals of the UK healthcare sector remain strong and ripe for investment, particularly at a time when access to capital is constrained for many operators.

Deepening CareTrust’s Investment Pipeline

Beyond its UK ambitions, CareTrust also revealed that its U.S. investment pipeline for skilled nursing and seniors housing has reloaded to a substantial $500 million. This announcement follows what the company described as a “historic year” in 2024, where it achieved major milestones in asset acquisition and operational performance.

“We’ve never been more confident in our ability to deliver consistent and meaningful growth to our shareholders and operating partners,” Sedgwick said. “The momentum that powered our success in 2024 is clearly carrying into 2025. Our pipeline is replenished and poised to support strategic portfolio growth and diversification.”

This refreshed pipeline will target a mix of skilled nursing facilities and seniors housing assets across the United States. According to CareTrust’s investment strategy, the company continues to seek value-add opportunities with experienced operators who focus on elevating property and care standards.

Broader Market Implications and Strategic Vision

Industry analysts have noted that CareTrust’s move to acquire a UK healthcare REIT reflects a broader trend among U.S. REITs to pursue international diversification in the face of rising domestic interest rates and evolving healthcare delivery models.

“This acquisition makes strategic sense for CareTrust,” said a healthcare real estate analyst based in New York. “They’ve proven their ability to deliver results in the U.S. market. Taking that expertise to a country with similar care dynamics and an undersupplied market is a logical next step.”

The transaction is expected to bring both scale and geographical diversification to CareTrust’s portfolio, positioning it for future resilience. In doing so, CareTrust will gain access to Care REIT’s portfolio of long-term, triple-net leased assets in the UK, which include elderly care and nursing facilities operated by established care providers.

The leases associated with these properties offer inflation-linked escalators, aligning well with CareTrust’s income stability objectives. At the same time, the company anticipates that new UK-based partnerships will further diversify its operator base and help identify future acquisition targets in Europe.

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