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FC Global to merge with Gadsden Growth Properties

FC Global Realty Inc. and property company Gadsden Growth Properties Inc. agreed to merge, creating a publicly traded equity real estate investment trust expected to have more than $175 million of real estate investments and more than $100 million of shareholder equity, according to a filing.

Shareholders of Gadsden will receive up to approximately 443 million shares, or about 94% of FC Global's outstanding shares on a fully diluted basis, subject to adjustments. FC Global will have $1.5 million of unrestricted cash at the deal's closing, subject to the completion of a prior investment commitment by a private fund. FC Global will also convert to a Maryland corporation from a Nevada corporation.

The deal allows Gadsden to pursue certain scheduled real estate investments, and the new company will concentrate on commercial and multifamily sectors across the U.S., according to Gadsden CEO John Hartman.

The transaction is expected to close around the end of 2018, subject to certain conditions, including approval by both companies' shareholders.