Announcement • 14h

Independence Realty Trust, Inc. (NYSE:IRT) entered into a definitive merger agreement to acquire Centerspace (NYSE:CSR) for $1.1 billion.

Independence Realty Trust, Inc. (NYSE:IRT) entered into a definitive merger agreement to acquire Centerspace (NYSE:CSR) for $1.1 billion on September 8, 2026. Under the agreement, Centerspace and IRT will combine in an all-stock transaction. Centerspace shareholders will receive 3.8 shares of IRT common stock for each share of Centerspace common stock owned and holders of common units in Centerspace’s operating partnership will receive 3.8 common units in IRT’s operating partnership, subject to certain adjustments. At closing, IRT will assume Centerspace’s outstanding preferred units. The combined company is expected to have a pro forma equity market capitalization of approximately $5 billion and a total enterprise value of approximately $8.1 billion. Upon closing, IRT stockholders will own approximately 78% and Centerspace shareholders will own approximately 22% of the combined company’s equity on a fully diluted basis, excluding preferred units. The transaction will be financed through senior debt of $716 million. The combined company will retain the Independence Realty Trust name and will continue to trade under the ticker symbol "IRT" on the New York Stock Exchange. In case of termination of transaction, Independence Realty Trust, Inc. will pay a termination fee of $60 million and Centerspace will pay a termination fee of $45 million. IRT’s management team will continue to lead the combined company. Scott Schaeffer will serve as Chairman and Chief Executive Officer, and James Sebra will serve as President and Chief Financial Officer. Upon completion of the merger, the Board of Directors of IRT will be expanded to 11 members, including nine directors from IRT and two directors from Centerspace. Corporate headquarters will remain in Philadelphia, PA. The transaction is subject to approval of merger agreement by target board, approval of offer by acquirer shareholders, approval of offer by acquirer board, approval of offer by target shareholders, approval/consents of lenders/creditors, registration statement effectiveness(S-4 / F-4) and listing / approval of new shares on stock exchange. The deal has been unanimously approved by the Board of Directors of both IRT and Centerspace. The transaction is expected to close as early as the end of the fourth quarter of 2026. The transaction is expected to be approximately 5% accretive to IRT’s 2027 Core FFO per share on a leverage neutral basis. RBC Capital Markets, LLC acted as financial advisor and fairness opinion provider for Independence Realty Trust, Inc. Rothschild & Co US Inc. acted as financial advisor and fairness opinion provider for Independence Realty Trust, Inc. Michael Friedman, Betty Linkenauger Segaar, and Wallace Bao of Troutman Pepper Locke LLP acted as legal advisor for Independence Realty Trust, Inc. Adam O. Emmerich, Elina Tetelbaum, and Kyle M. Diamond of Wachtell, Lipton, Rosen & Katz LLP acted as legal advisor for Centerspace.

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