Item 8.01 Other Events.
On June 7, 2022, Preferred Apartment Communities, Inc. (the "Company") convened
and then adjourned the special meeting (the "Special Meeting") of its common
stockholders scheduled for June 7, 2022 to consider and vote on, among other
things, the merger of the Company, with and into Pike Merger Sub I LLC, an
affiliate of Blackstone Real Estate Income Trust, Inc. (the "Merger Proposal")
pursuant to the terms of the previously announced Agreement and Plan of Merger,
dated as of February 16, 2022. The Special Meeting was adjourned to provide
stockholders with additional time to vote on the Merger Proposal. The adjourned
Special Meeting will take place at 11:00 a.m., Eastern Time, on June 17, 2022,
via a live webcast. Stockholders may attend the Special Meeting at the website
address https://www.virtualshareholdermeeting.com/APTS2022SM and by entering the
control number included on the proxy card received or in the instructions that
accompanied the proxy materials.
In addition, on June 7, 2022, the Company issued a press release announcing the
adjournment of the Special Meeting, a copy of which is attached hereto as
Exhibit 99.1 and is incorporated herein by reference.
Additional Information and Where to Find It
This Current Report relates to the proposed merger transaction involving the
Company. In connection with the proposed merger, the Company has filed relevant
materials with the Securities and Exchange Commission (the "SEC"), including a
definitive proxy statement on Schedule 14A (the "Proxy Statement"). This Current
Report is not a substitute for the Proxy Statement or for any other document
that the Company may file with the SEC and send to the Company's stockholders in
connection with the proposed transaction. INVESTORS AND SECURITY HOLDERS OF THE
COMPANY ARE URGED TO READ THE PROXY STATEMENT AND OTHER DOCUMENTS FILED WITH THE
SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION
ABOUT THE PROPOSED TRANSACTION. Investors and security holders may obtain a free
copy of the Proxy Statement and other documents filed by the Company at its
website, www.pacapts.com, or at the SEC's website, www.sec.gov. The Proxy
Statement and other relevant documents may also be obtained for free from the
Company by directing such request to Preferred Apartment Communities, Inc., to
the attention of the Corporate Secretary, 3284 Northside Parkway NW, Suite 150,
Atlanta, GA 30327.
Cautionary Statement Regarding Forward Looking Statements
This Current Report includes "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements, other than
statements of historical fact, are forward-looking statements that contain our
current expectations about future results. These forward-looking statements are
based on certain assumptions and expectations made by the Company, which reflect
our management's experience, estimates and perception of historical trends,
current conditions and anticipated future developments. Such statements are
subject to a number of assumptions, risks and uncertainties, many of which are
beyond the control of the Company, which may cause actual results to differ
materially from those implied or anticipated in the forward-looking statements.
When considering these forward-looking statements, you should also keep in mind
the risk factors and other cautionary statements found in the Company's
respective filings with the SEC, including its Annual Report on Form 10-K for
the year ended December 31, 2021, as amended, and subsequently filed Quarterly
Reports on Form 10-Q and Current Reports on Form 8-K. All forward-looking
statements, expressed or implied, included in this Current Report are expressly
qualified in their entirety by this cautionary statement. This cautionary
statement should also be considered in connection with any subsequent written or
oral forward-looking statements that we or persons acting on our behalf may
issue. Except as otherwise required by applicable law, the Company disclaims any
duty to update any forward-looking statements, all of which are expressly
qualified by the statements in this section, to reflect events or circumstances
after the date of this release. The Company claims the safe harbor protection
for forward looking statements contained in the Private Securities Litigation
Reform Act of 1995.
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release of Preferred Apartment Communities , Inc. dated
June 7, 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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