SOURCE: Duke Realty Corporation

Duke Realty Corporation

April 03, 2015 09:03 ET

Duke Realty Announces Acceptance of Notes Pursuant to Its Debt Tender Offer

INDIANAPOLIS, IN--(Marketwired - Apr 3, 2015) - Duke Realty Corporation (NYSE: DRE), a leading industrial and medical office property REIT, today announced the acceptance of notes for purchase pursuant to the previously announced tender offer (the "Tender Offer") of its operating partnership, Duke Realty Limited Partnership ("Duke Realty"), to purchase for cash for a combined aggregate purchase price (exclusive of accrued and unpaid interest) of up to $500,000,000 (the "Maximum Tender Amount") its 8.25% Senior Notes due 2019 (CUSIP No.: 26441YAT4) (the "2019 Notes"), its 5.95% Senior Notes due 2017 (CUSIP No.: 26441YAM9) (the "2017 Notes"), its 6.75% Senior Notes due 2020 (CUSIP No.: 26441YAU1) (the "2020 Notes"), its 6.50% Senior Notes due 2018 (CUSIP No.: 26441YAQ0) (the "2018 Notes") and its 4.375% Senior Notes due 2022 (CUSIP No.: 26441YAV9) (the "2022 Notes"). The 2019 Notes, the 2017 Notes, the 2020 Notes, the 2018 Notes and the 2022 Notes are referred to collectively as the "Securities."

The principal amount of each series of Securities that were validly tendered and not validly withdrawn as of 5:00 p.m., New York City time, on April 1, 2015 (the "Early Tender Date") and the principal amount of each series of Securities that has been accepted for purchase by Duke Realty on the Early Settlement Date (as defined below) are specified in the table below.

 
 
 
Title of
Security
 
 
 
 
 
 
 
 
CUSIP
Number
 
 
 
 
 
 
 
 
Principal Amount
Outstanding
 
 
 
 
 
 
 
 
 
Tender Cap
 
 
 
 
 
 
 
Acceptance
Priority
Level
 
 
 
 
 
 
 
Principal
Amount
Tendered
 
 
 
 
 
 
 
Principal
Amount to
be Accepted
 
 
 
 
 
Early
Tender
Premium
(per
$1,000)
 
 
 
 
 
 
 
Total
Consideration
(per $1,000)(1)
8.25% Senior Notes due 2019   26441YAT4   $250,000,000   N/A   1   $120,462,000   $120,462,000   $30.00   $1,262.69
5.95% Senior Notes due 2017   26441YAM9   $450,000,000   $175,000,000   2   $192,817,000   $175,000,000   $30.00   $1,092.69
6.75% Senior Notes due 2020   26441YAU1   $250,000,000   N/A   3   $121,340,000   $121,340,000   $30.00   $1,215.16
6.50% Senior Notes due 2018   26441YAQ0   $300,000,000   N/A   4   $119,710,000   $8,104,000   $30.00   $1,138.33
4.375% Senior Notes due 2022   26441YAV9   $300,000,000   N/A   5   $91,918,000   $0   $30.00   $1,091.91

(1) Inclusive of the Early Tender Premium.

The amounts of each series of Securities that are being purchased were determined in accordance with the acceptance priority levels specified in the table above and on the cover page of the Offer to Purchase, dated March 19, 2015 (the "Offer to Purchase"), in the column entitled "Acceptance Priority Level" (the "Acceptance Priority Level"), with 1 being the highest Acceptance Priority Level and 5 being the lowest Acceptance Priority Level. As the Tender Offer was over-subscribed at the Early Tender Date, and the amount of 2017 Notes tendered exceeded the 2017 Tender Cap, the 2017 Notes and 2018 Notes were subject to proration and none of the 2022 Notes were accepted for purchase. Any Securities not accepted by Duke Realty due to proration and all of the 2022 Notes will be returned promptly.

The settlement date for Securities accepted for purchase is today, April 3, 2015. As the Tender Offer was over-subscribed at the Early Tender Date, only Securities validly tendered and not validly withdrawn as of such date are being purchased in accordance with the terms of the Tender Offer, and no Securities tendered after the Early Tender Date will be purchased in the Tender Offer.

J.P. Morgan Securities LLC and Wells Fargo Securities, LLC are acting as Dealer Managers for the Tender Offer. The Information Agent and Tender Agent for the Tender Offer is D.F. King & Co., Inc. Copies of the Offer to Purchase, Letter of Transmittal and related offering materials are available by contacting the Information Agent at (866) 796-7184 (U.S. toll-free) and (212) 269-5550 (banks and brokers) or dre@dfking.com. Questions regarding the Tender Offer should be directed to J.P. Morgan Securities LLC at (800) 834-4666 (toll-free) or (212) 834-4811 (collect); or Wells Fargo Securities, LLC at (866) 309-6316 (toll-free) or (704) 410-4760 (collect). This news release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Tender Offer is being made only pursuant to the Offer to Purchase and related Letter of Transmittal and only in such jurisdictions as is permitted under applicable law. 

About Duke Realty Corporation

Duke Realty Corporation owns, maintains an interest in or has under development approximately 153.2 million rentable square feet of industrial and office assets, including medical office, in 22 major U.S. metropolitan areas. Duke Realty Corporation is publicly traded on the NYSE under the symbol DRE and is listed on the S&P MidCap 400 Index. More information about Duke Realty Corporation is available at www.dukerealty.com

Cautionary Notice Regarding Forward-Looking Statements

This news release may contain forward-looking statements within the meaning of the federal securities laws. All statements, other than statements of historical facts, including, among others, statements regarding the company's future financial position or results, future dividends, and future performance, are forward-looking statements. Those statements include statements regarding the intent, belief or current expectations of the company, members of its management team, as well as the assumptions on which such statements are based, and generally are identified by the use of words such as "may," "will," "seeks," "anticipates," "believes," "estimates," "expects," "plans," "intends," "should," or similar expressions. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that actual results may differ materially from those contemplated by such forward-looking statements. Many of these factors are beyond the company's abilities to control or predict. Such factors include, but are not limited to, (i) general adverse economic and local real estate conditions; (ii) the inability of major tenants to continue paying their rent obligations due to bankruptcy, insolvency or a general downturn in their business; (iii) financing risks, such as the inability to obtain equity, debt or other sources of financing or refinancing on favorable terms, if at all; (iv) the company's ability to raise capital by selling its assets; (v) changes in governmental laws and regulations; (vi) the level and volatility of interest rates and foreign currency exchange rates; (vii) valuation of joint venture investments, (viii) valuation of marketable securities and other investments; (ix) valuation of real estate; (x) increases in operating costs; (xi) changes in the dividend policy for the company's common stock; (xii) the reduction in the company's income in the event of multiple lease terminations by tenants; (xiii) impairment charges, (xiv) the effects of geopolitical instability and risks such as terrorist attacks; (xv) the effects of weather and natural disasters such as floods, droughts, wind, tornados and hurricanes; and (xvi) the effect of any damage to our reputation resulting from developments relating to any of items (i) - (xv). Additional information concerning factors that could cause actual results to differ materially from those forward-looking statements is contained from time to time in the company's filings with the Securities and Exchange Commission. The company refers you to the section entitled "Risk Factors" contained in the company's Annual Report on Form 10-K for the year ended December 31, 2014. Copies of each filing may be obtained from the company or the Securities and Exchange Commission.

The risks included here are not exhaustive and undue reliance should not be placed on any forward-looking statements, which are based on current expectations. All written and oral forward-looking statements attributable to the company, its management, or persons acting on their behalf are qualified in their entirety by these cautionary statements. Further, forward-looking statements speak only as of the date they are made, and the company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time unless otherwise required by law.

Contact Information

  • Contact Information:
    Investors:
    Ron Hubbard
    317.808.6060

    Media:
    Helen McCarthy
    317.708.8010