SOURCE: Duke Realty Corporation

Duke Realty Corporation

September 14, 2009 19:18 ET

Duke Realty Corporation Announces Expiration and Final Results of Its Any and All Tender Offer, Early Tender Date Results for Its 6.95% Senior Notes Due 2011 and Termination of Its Tender Offer for Other Series of Notes

INDIANAPOLIS, IN--(Marketwire - September 14, 2009) - Duke Realty Corporation (NYSE: DRE), a leading industrial and office property REIT, announced today the expiration and final results of the offer by its operating partnership, Duke Realty Limited Partnership (the "Operating Partnership"), to purchase any and all of its 7.75% Senior Notes due 2009 (the "7.75% Notes") and 5.25% Senior Notes due 2010 (the "5.25% Notes" and, together with the 7.75% Notes, the "Any and All Notes"). The Operating Partnership refers to its offer to purchase the Any and All Notes as the "Any and All Tender Offer."

As of 5:00 p.m., New York City time, on September 11, 2009, the expiration date for the Any and All Tender Offer, the aggregate principal amount of 7.75% Notes tendered in the Any and All Tender Offer was $39,299,000, representing 32.36% of the $121,440,000 aggregate principal amount of 7.75% Notes outstanding and the aggregate principal amount of 5.25% Notes tendered in the Any and All Tender Offer was $57,879,000, representing 36.70% of the $157,728,000 aggregate principal amount of 5.25% Notes outstanding. All of the Any and All Notes that were tendered have been accepted for payment, with settlement occurring earlier today. The holders of the 7.75% Notes that were accepted for purchase received the tender offer consideration of $1,010.55 per $1,000 principal amount of 7.75% Notes, plus accrued and unpaid interest from and including the last interest payment date (May 15, 2009) to, but not including, today. The holders of the 5.25% Notes that were accepted for purchase received the tender offer consideration of $1,012.50 per $1,000 principal amount of 5.25% Notes, plus accrued and unpaid interest from and including the last interest payment date (July 15, 2009) to, but not including, today.

The Any and All Tender Offer was made pursuant to an offer to purchase dated August 31, 2009 (the "Offer to Purchase"), which set forth a complete description of the terms of the Any and All Tender Offer.

Also described in the Offer to Purchase is an offer by the Operating Partnership to purchase up to the maximum aggregate principal amount of its 6.95% Senior Notes due 2011 (the "6.95% Notes"), 5.625% Senior Notes due 2011 (the "5.625% Notes"), 5.875% Senior Notes due 2012 (the "5.875% Notes") and 5.45% Senior Notes due 2012 (the "5.45% Notes") that the Operating Partnership can purchase for $50,000,000 (excluding accrued interest and subject to increase in the Operating Partnership's sole discretion, the "Maximum Payment Amount"). The Operating Partnership refers to its offer to purchase the Maximum Tender Offer Notes as the "Maximum Tender Offer." The Maximum Tender Offer will expire at 11:59 p.m., New York City time, on September 28, 2009 (the "Maximum Tender Offer Expiration Date"), unless extended or earlier terminated.

Duke Realty also announced that it has received tenders of 6.95% Notes representing aggregate tender offer consideration (excluding accrued interest) in excess of the $50,000,000 Maximum Payment Amount as of 5:00 p.m., New York City time, on September 14, 2009, the withdrawal deadline for the Maximum Tender Offer. Because the aggregate tender offer consideration (excluding accrued interest) with respect to the 6.95% Notes tendered exceeds the Maximum Payment Amount, the 6.95% Notes validly tendered at or prior to 11:59 p.m., New York City time, on September 28, 2009, Maximum Tender Offer Expiration Date, will, if accepted for purchase, be purchased on a pro rata basis as described in the Offer to Purchase. Holders of 6.95% Notes tendering after, 5:00 p.m., New York City time, on September 14, 2009, will not be entitled to receive the early tender premium described in the Offer to Purchase. The proration factor for the 6.95% Notes cannot be determined until the Maximum Tender Offer Expiration Date.

Because the 6.95% Notes have a purchase acceptance priority over the 5.625% Notes, the 5.875% Notes and the 5.45% Notes in the Maximum Tender Offer and the aggregate tender offer consideration (excluding accrued interest) with respect to the 6.95% Notes tendered exceeds the Maximum Payment Amount, the Operating Partnership has terminated the tender offer with respect to the 5.625% Notes, the 5.875% Notes and the 5.45% Notes. Any 5.625% Notes, 5.875% Notes and 5.45% Notes previously tendered will be promptly returned to the tendering parties, and no 5.625% Notes, 5.875% Notes or 5.45% Notes will be accepted for purchase.

The complete terms and conditions of the Maximum Tender Offer are set forth in the Offer to Purchase and Letter of Transmittal. Holders are urged to read the Tender Offer documents carefully before making any decision with respect to the Maximum Tender Offer. Copies of the Offer to Purchase and Letter of Transmittal may be obtained from D.F. King & Co., Inc., the Information Agent for the tender offers, at (800) 848-3416 (toll-free) or (212) 269-5550 (collect). Questions regarding the tender offers may be directed to Wells Fargo Securities, dealer manager for the tender offers, at (866) 309-6316 (toll-free) or (704) 715-8341 (collect).

This press release is neither an offer to purchase nor a solicitation of an offer to sell any of the securities. The Operating Partnership is making the tender offers only by, and pursuant to the terms of, the Offer to Purchase and the related Letter of Transmittal. The tender offers are not being made in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. None of the Operating Partnership, Duke Realty Corporation, the Depositary and Information Agent, the Dealer Manager or the trustee with respect to the securities, or any of our or their respective affiliates, makes any recommendation as to whether Holders should tender or refrain from tendering, all or any portion of their securities in response to the tender offers.

About Duke Realty Corporation

Duke Realty Corporation owns and operates approximately 136 million rentable square feet of Industrial and office space in 20 U.S. cities. 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 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, projected financing sources, future transactions with joint venture partners, 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, including the current economic recession; (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) increases in operating costs; (x) changes in the dividend policy for the company's common stock; (xi) the reduction in the company's income in the event of multiple lease terminations by tenants; and (xii) impairment charges. 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, 2008. 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