Merger of Cousins Properties Inc and Parkway Properties Inc

This article provides information on the merger of Cousins Properties Inc and Parkway Properties Inc, including background information on both companies, potential motives for the acquisition, and payment made to acquire Parkway Properties Inc. The article also includes a discussion on the valuation of Parkway Properties Inc using discounted cash flow and comparable public companies analysis.

Running head: MERGER
Merger
Name of the Student:
Name of the University:
Authors note:

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Background information for both merging firms (Cousins Properties Inc and Parkway
Properties Inc) and focusing mainly on the financial information for the period preceding the
acquisition announcement
Cousins Properties Inc is a publicly listed real estate investment trust (REIT). It is
based in Atlanta and Georgia. It is mainly focussed in acquisition, development, property
management of a class office towers. It has a 15 million square foot trophy office portfolio.
The portfolio is mainly based in high growth Sun Belt markets that comprise of Charlotte,
Austin, Atlanta, Tampa and Tempe.
Parkway Properties Inc before being acquired by Cousins Property Inc. used to operate in
the Sun Belt. It engaged in the operations of acquisition, development, management and
leasing of properties in South-western and South-eastern United States and Chicago
(Toledo& Lopes, 2016). Some of the notable properties of the company included Liberty
Palace, San Felipe Plaza, Phoenix Tower and Raymond James Tower. In the year 2005 the
company was the owner of 65 office properties which were located in 11 different states. It
leasing customers amounted to around 1317 and included banking institutions professional
service providers and even government agencies (Reddy, 2015).
The financial highlights of the two companies in the year preceding to the merger i.e.
2015 are as follows:

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Cousins properties Inc
Table: Net Income, Total Assets and Notes Payable of Cousins Properties
Limited for the year 2015
(Source: Cousins Properties, 2018)
The net income, total assets, notes payable of the company in the year 2015 amounted to
$125518000, $2597803000 and $721293000 respectively.
Parkway properties Inc

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Table: Net Profit, total assets and notes payable of Parkway Properties Inc for
the year 2015
(Source: Pky.com)
The net profit attributable to the stakeholders, total assets and notes payable in the
year 2015 amounted to ($8943000), $1603682000 and $110839000 respectively.
On April 29th2016, the two companies into a stock-to-stock merger agreement. This
agreement was coupled with simultaneous accumulation of the Houston based assets of the
two companies as a single public traded REIT named as Houston Co. As per the agreement of
the merger the shareholders of the Parkway properties Inc. will receive the shares of Cousins
properties Inc. in the ratio 1.63:1. Immediately after the completion of the merger of the two
companies the new combined company will execute a taxable spin off Houston Co. by the
way of special dividend distribution to its shareholders via pro-rata basis to its shareholders.
The spin-off will make the investors capable of controlling the investment decisions and asset
allocation decisions of the company, including an opportunity to invest in a high quality,
sufficiently funded REIT which is focussed on Houston that is expected to reap the benefits
of the recovering energy sector in the near future (Ali& Sami, 2016). After the completion of
the spin off the Cousins and Parkway will hold the shares of the company in the ratio 52:48.
All the transactions in this respect have been unanimously supported by the Board of
Directors of both the company.
Discussing the potential motives relating to the acquisition itself
Merger and acquisitions refers to an agreement wherein all the net assets of two or more
companies are consolidated. They can be of different types like consolidations, acquisitions,
mergers, tender offers, purchase of assets and management acquisitions. There are many

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reasons for which two or more companies get amalgamated together. Some of them are as
follows:
Synergy- The most common purpose for any kind of consolidation or amalgamation of
companies is the belief that by combining the respective businesses the companies will be
able to boost up their performance along with reducing their overall cost. This comes from
the notion that by combining the two company’s assets the companies would be able to apply
the economies of scale thereby providing products and services at a cheaper price and at the
same time gain access to a larger pool of customers (Bruelleret al., 2016). This further
catapults’ the market share of the two companies.
Diversification/ sharpening of business focus- The term diversification and sharpening of
business focus have completely contrasting and opposite meanings. Diversification refers to
the process of increasing the portfolio of the business operations in different areas of the
market whereas sharpening of business focus refers to the phenomenon wherein the company
tries to penetrate even further into the same area of its operations. A company that wants to
diversify will overtake or combine the assets of such other company that has operations in a
different field than the company (Holburn& Vanden Bergh, 2014). Whereas the company
which wants to penetrate the existing market further will try to combine such company which
has its operations focussed on the same area of the market as of the original company.It will
generally prefer those companies which have the same business operations and have a deeper
penetration within that market.
Growth- This is one more of the most important reasons for which the company involve
themselves in combination of assets or go for merger and amalgamation. This involves
expanding their area or scope of business without having to do the work themselves. In
pursuance of this the companies generally take the business or the customers of another

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company in exchange of some consideration (Parolaet al., 2015). The smaller company gets
to produce more using the assets of the bigger company and the bigger company gets to
access the faithful customers of the acquired company. It leads to the growth of both the
companies in most of the cases. This type of merger is known as horizontal merger.
Increasing the supply-chain pricing power- In this case the merger is done to buy out one of
the suppliers or distributors of the company. The buying out of the supplier enables a
company to save the margin the supplier was charging from the company in respect of the
products delivered. Such kinds of mergers are called vertical mergers. In case the company is
able to buy out its distributor it will be able to deliver or ship its goods at a lower cost thus,
increasing the profitability of the company (Hu & Cui, 2017).
Elimination of the competition- Often the merger and acquisitions deals enable the acquirer
to eradicate the competitions from the market itself. But, acquisitions mergers and
consolidations undertaken for this reasons often come along with huge costs on the par to the
acquiring company. In order to convince the shareholders of the target company huge
premium has to be given (Alsharairi et al., 2015). This often leads to abnormal payments of
premium. This may be accompanied by shareholders of the acquiring company selling their
shares thereby pushing the share prices of the acquiring company lower in response to the
company’s decision to abnormal amount as a premium for acquisition of the target company.
The amalgamation contract will ensure the supremacy of performance demonstrated
by Cousins Properties Inc. in the Sun Belt market thereby increasing the presence of the
company in the areas of Atlanta, Austin and Charlotte and strengthening the presence in
Phoenix, Orlando and Tampa. The shareholders will derive immense benefit from the
expanded portfolio of the company comprising of properties in key urban sub markets with
greater tenant and geographic diversity. It also has better access to capital markets. The

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completion of the transactions showed that the Cousins portfolio contained 41 high quality
assets covering an area of 15.8 million square foot (Koenig et al., 2014). The space will be
used by the company for rental purposes in the cities of Atlanta, Austin, Charlotte, Orlando,
Phoenix and Tampa. The company will be able to increase its operation in the cities which
will be seeing growth in the rent, population and employment in excess of the U.S. national
average. The new company that will come into existence that is Houston Co. will be able to
commence its operations with 5 A class office properties covering an area of 8.7 million
square foot. This available space will be used by the company for rental purposes. By the
virtue of the consolidation of the assets of the two companies, Houston Co. will be able to
commence its operations with a balance sheet having a surplus cash balance of $150 million
accompanied with 450million undrawn credit facility. The funds available with the company
will enable it to pursue its investment goals without having to invite external capital in the
near future. In addition to all these benefits the company will be able to synergise its
operational and leasing activities and reducing the duplicating operating costs in the sectors
of the market where both the company have presence. This enables them to lower the price in
leasing and vendor negotiations thereby giving them an advantage over the competitors in the
market (Joash& Njangiru, 2015).
Payment made to acquire Parkway Properties Inc and estimating the value of Parkway
Properties in the year before the acquisition announcement by making use of two valuation
methods
The calculation showing the amount that would be acceptable for making payment for
the acquisition of Parkway properties are provided below. The valuation of the Parkway
Properties Inc. by using two different valuation methods prior the acquisition announcement
are discounted cash flow techniques and comparable public companies. It should be noted
that the sources of the information that are discussed herein after is the schedule 14A the

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proxy statement submitted by the Parkway Inc. to united States Securities and Exchange
commission.
Discounted cash flow technique- The discounted cash flow analysis is done by using the
estimated present value as of 30th September 2017. The discounting was done in respect of
the standalone unlevered after tax free cash flows generated by Parkway for the 12 month
period ending 30th September 2018 via 30th September 2022. These were done on the basis of
management projections done by the management using the 2020 calendar year and were
extrapolated from certain assumptions taken up by the management in respect of the period
prior to 30th September 2020 and the application was done on the period thereafter (Patel,
2017). The terminal values were calculated by applying a specific perpetuity growth rates of
3.25% on the standalone terminal unlevered after tax-free cash flows. It was then discounted
to the present value as on 30th September 2017 by application of discounting rates of 8.0%.
The various assumptions undertaken for the valuation of the company are as follows:
The cash flow projections were based on the business plan of Parkway for the year 2017
through 2020. The projections made by the management were also called Parkway
Management Projections.
Using the property specific assumptions some level of net operating income at property level
and certain capital costs.
Use of scheduled amortisation for the present debt and along with no refinancing after the
maturity period
There were no issue of shares or any buy backs during the period for which the projections
were made.

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It was assumed that a dividend of $0.40 per share was receivable on Parkway common stock
in the year 2017; the same was increased to $0.40 per share in the year 2018 and kept on
increasing at a rate of 3.0% annually thereafter (Reddy et al., 2016).
In defining the various assumptions, the company has used the net operating income
approach. It is defined by the company as the difference between the operating incomes
earned from the rented out properties and the operating expenses of the property. However,
the NOI is a non-GAAP financial measure and should not be used in place of the net income
as a measure of the operating performance.
Statement Showing calculation of Discounted Cash flow
Particulars 2017 2018 2019 2020 2021 2022
After tax free cash flow $108.90
$106.4
0
$113.6
0
$127.5
0
$131.6
4
$135.9
2
Discounting factor @ 8%
0.92592592
6
0.8573
4
0.7938
3
0.7350
3
0.6805
8
0.6301
7
PV of cash flow $100.83 $91.22 $90.18 $93.72 $89.59 $85.65
Table: Statement showing calculation of Discounted Cash Flow
(Source: Created by Author)
Calculation of Enterprise value
Particulars Amount (million)
Cash flow for the last year $135.92
Discounting rate 8%
perpetuity growth rate 3.25%
terminal value $2,861.52
PV of terminal value $1,803.24
PV of cash flow $551.20
Enterprise value $2,354.44
Table: Calculation of Enterprise Value
(Source: Created by Author)

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Comparable public companies analysis- A review of the available financial and stock market
information pertaining to seven selected companies that were relevant as U.S. publicly traded
REITs having exposure to
Secondary markets completely in contrast with gateway markets like San Francisco, Boston
and New York City
Limited number of markets completely opposite of having exposure to diverse range of
markets
Market of Houston.
The seven companies are:
Cousins Properties Incorporated.
Piedmont Office Reality Trust Inc.
Highwood’s Properties Inc
Brandywine Realty Trust
Equity Commonwealth
Franklin Street Properties Corp
TIER REIT Inc.
The things reviewed included the following:
Closing stock prices as prevailing on 29thJune 2017 as a multiple of year 2018 estimated
funds from operations.

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Estimated value of the companies as a multiple of 2018’s earning before interests, taxes,
depreciation and amortisation.
Premium or discount represented by the ratio of the closing stock prices to SNL advisor has
estimated NAV subsequent to the adjustments in respect of estimated transaction related
expenses and costs.
The Fund from operation and the enterprise value of the selected REIT are calculated by
multiplying with the estimated earnings before interest and taxes. The financial data of the
selected REIT were taken from the information that was public available as acceptable
estimates (Fox et al., 2016). The financial data of the Parkway were based on the estimates of
the management. The FFO multiple for the selected REIT ranged from 10x to 28.4x with the
mean of 14.4x. The EBITDA multiple for the selected REIT are 10.2x to 15.8x with the mean
of 12.9x.
Valuation using Multiples
Particulars Equity value per share
EV/ 2018E EBITDA $23.89
Price/2018E FFO $22.64
Share price/ Discounted to NAV $22.84
Table: Valuation using Multiples
(Source: Created by Author)
Argument against whether Cousins Properties have over-paid, under-paid or the payment
was fair and whether market respond to the acquisition announcement
The calculation above shows the acceptable amount for the acquisition of Parkway
properties. The cousin Properties has made a payment of 2 billion dollar for the acquisition of
the property. On comparison, it can be seen that amount paid is much lower than the

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valuation so they have made an underpayment. As per the free cash flow hypothesis of
Jetson the managers having access to free cash flows are inclined towards investing it in
project having negative net present value instead of paying it out to the shareholders (Von et
al., 2016). The free cash flow is defined as the cash flow that is available with the managers
after investing in all the available projects having positive net present value.in other words
the following things have been suggested by the Jensen’s free cash flow hypothesis:
The agreements pertaining to the takeover deals like consolidation, amalgamation etc.
often results in the benefit of the shareholders of the target company. The premium paid for
securing the approvals of the shareholders generally goes beyond 30% and in the recent past
have even averaged out at 50%. In this case shareholders of the Parkway have benefitted
hugely from the acquisition of the company in exchange of one share they were able to get
1.63 shares of the merged company which had better portfolio including the better market
presence in the Houston market (Greve& Zhang, 2017).
The shareholders of the acquiring firm as observed generally in the past have been
benefitted from acquisition deals to the tune of 4% and in case of mergers there has been no
substantial value addition to them. However in the recent past the value created for the
shareholders have declined significantly. In the case of Cousins Properties Inc. its
shareholders will benefit from the synergies developed by the company in the markets where
it already enjoyed significant dominance and presence.
The deals of takeovers, mergers, acquisition and consolidation do not waste the credit and
resources of an entity rather they are coupled with substantial gains for the shareholders of
both the companies. It has been seen that the average gain brewing out of such deals closes
around 8% for shareholders of both the companies (Aamir et al., 2014). The fact that they are
not a waste of the entity’s credit and resources are proven by the value addition that is

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enjoyed by the amalgamated or consolidated firms in the form of growth, synergies and
increased market presence enjoyed by both the companies
The fact that the synergies developed by one time outflow of resources lead to the
inflow of innumerable cash flow in the future years
Both the companies also enjoy the rise in the share prices which further makes the
process of obtaining funds from the shareholders in the future very easy and hassle free. The
company’s assets base also increases substantially thereby it becomes easy for the company
to arrange for debt in the future which can be levered upon to enjoy trading on equity.
The actions taken by the management against the offers and acquisitions often prove
to be harmful to the shareholders. This is because with most of the merger opportunities come
several possibilities for the company (Tanriverdi& Uysal, 2015). The possibilities include
synergies, eradication of the competition from the market, growth to be experienced in the
near future and deeper penetration in the existing market. In case the management goes
against the decision of merger or consolidation, the shareholders will lose the opportunity of
increment in their respective wealth due to the increased performance given out by the
company and the resultant demand of the shares ofthe company thereby pushing the prices up
in the stock market. The real harm that occurs to the company is that the effect of dismissing
the merger and acquisition plans are cumulative in nature and keeps on getting multiplied in
the future. For instance the opportunity lost in checking the activities or business operations
of the competitors will enable the competing company to keep stealing the customers from
the company in the future (Zülch et al., 2014). The missed opportunity in respect of acquiring
the suppliers and distributors will result in the company incurring heavy expenditure in
respect of the cost of goods sold and outflow of cash in respect of unproductive expenditure
like distribution cost shipping costs etc. the present value of these costs to be incurred in the

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future year as a result of missing this opportunity of acquisition amounts to a significant
figure.
The activities undertaken by the specialists engaged in the business of amalgamation
and consolidation consultancies often end up creating value for the shareholders. This is
because of the scientific ways of valuation adopted by these consultancies in measuring the
takeover price and appreciation of other factors like the benefits that I going to accrue in the
favour of the shareholders in the future (Zhang et al., 2015). They are also able to quantify
the benefits which are non-monetary in nature and reliably estimate the cash flows that are
going to flow into the organisation and help it increase its scale of operations in the near
future (Dissanaike et al., 2016). The quantified mechanism used to establish the real value of
the deal and the perks and disadvantages of entering into the deal proposed enablethe
companies to objectively decide to accept or reject the proposed agreements or contracts
involving acquisitions, consolidation, mergers and acquisitions. Hence, due to the
implementation of these quantified methods if the decisions taken by these consultant are in
favour of the deal then it can be surely and reliably held that the deal is supposed to create
value for the shareholders. In the future in terms of increased cash flow by deeper penetration
and increased market share of the company or due to the reduction in the cost of production
by application of economies of scale (Lepetit et al., 2015).
The numerous deals in relation to mergers and acquisitions have not concentrated the
industries at all. It is a common belief that the merger and acquisition deals will result in
consolidation of the industries at a pace which is significantly high. But, in reality that is not
the case the acquisition generally involves the big companies gaining control over the
customers and the assets of smaller companies which already enjoy a significant number of
customer footprint or loyalty (Renski, 2015). In the market there are numerous such smaller
companies or entities carrying out their respective business operations. The companies

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generally do not take interest in the smaller companies which do not hold enough assets
which could make significant addition to the asset pool of the company. Thereby enabling it
to leverage upon it to arrange more funds using them as a security or if the assets are in the
form of customers then they can be used to directly to increase the cash flows accruing to the
company in the near future (Yan et al., 2016).
The gains that are achieved by the companies acquiring the other company cannot be
attributed to the fact that the acquisition caused monopoly within the industry. The benefits
that accrue to the acquiring company accrue to it due to the higher synergies that are obtained
along with the increased market share. The assets of the two companies are generally merged
into one company thereby creating value for the customers of both the companies
(Boschma& Hartog, 2014). The goal of the newly gained superiority in the market is not to
exploit the market unethically but to create value for the shareholders as well as the
customers in a way that the image of the new company is not lost. Trying to create monopoly
in the market will only lead to opportunities for the rivals to fill in the loop holes for the
customers that were being created by the acquiring company in pursuance of becoming a
monopoly in the market. By slowly filling up the loopholes created by the company the rivals
will again manage to enter into the market and the comeback will be accompanied by
extended customer base and deeper market penetration (Han et al., 2016).
Some of the ways in which the market responded to acquisition announcement are as follows:
As a result of the merger Cousins Properties was able to establish its place in S&P
Midcap 400. It was also reclassified into Office REIT. In addition to its inclusion in the index
Community Health Systems was forcefully pushed out of the index.
Stifel downgraded Cousins properties to the category of sell by cutting PT from
$11.50 to $9.50 (Mwaniki, 2015).

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Cousins Properties along with other three companies i.e. Prologis, Parkway Properties and
Washington REIT were all demoted to Neutral category from outperform category.
Calculating the acquisition premium that is paid to the target shareholders and discussing
price run-up of the target firm in the period prior to the acquisition announcement
The acquisition premium is the actual price paid for the acquisition of the company
and the estimated value of the company before acquisition. The consideration of $23.05 paid
per share represents a premium of 13.1% on the closing price of the share as on 29 June 2017.
In case the calculation is made based on the volume, weighted average price of parkway over
the period of 30 days then the premium is 14.3% (Zhang et al., 2016).
Calculation of Premium
Particulars Closing price on 29 June Volume weighted closing price
Consideration 23.05 23.05
Share price 20.03 19.75
Premium 3.02 3.30
Table: Calculation of Premium
(Source: Created by Author)

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Graph: Share Prices of Parkway Properties Limited from 2013 to 2017
(Source: Pky.com)
It can be clearly seen that the prices of the Parkway Properties Inc. are quite volatile
and fluctuating in nature. The previous high before 2016 came in the year 2014 during the
mid of May and October and thereafter the company had not been able to put in the effort to
increase the price of its share that much. In the year 2015-16 the company recorded its lowest
share price ever in the last couple of years (Ya’acob, 2016). The fluctuations in the share
prices of the company can be attributed to a wide range of reasons. The market performance
of the company has not been at par with that of its competitors. This phenomenon was further
catapulted by the fact that the company was holding properties in some of the major sub
urban markets that were seeing rapid growth in the recent times. That meant that the company
instead of creating value for its shareholders was actually coughing up more money in
maintaining those highly priced apartments and the large square foot area that was capable of
generating huge amount of rent (Luo et al., 2016). However, after the month of April
2016,the prices of the company started growing and after the announcement of the
amalgamation in the month of the September, it was able to grow even further.
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