CHICAGO--(BUSINESS WIRE)--
Equity Residential (NYSE: EQR) today announced that its operating
partnership, ERP Operating Limited Partnership (the “Operating
Partnership”), is calling its 3.85% Exchangeable Senior Notes due 2026
(the “Notes”) for redemption on August 18, 2011.
Redemption of Notes
The Operating Partnership is calling for redemption, on August 18, 2011,
all of its outstanding Notes. The Notes will be redeemed in cash at a
price of 100% of the principal amount of the Notes to be redeemed plus
accrued and unpaid interest up to, but excluding, the redemption date.
As of the close of business on July 15, 2011, there were $482,545,000 of
Notes outstanding.
From the redemption date forward, the Notes will no longer be deemed
outstanding, interest will no longer accrue and holders will have no
rights other than the right to receive the redemption price, without
interest, upon surrender of the Notes. Payment of the redemption price
will be made only upon presentation and surrender of the Notes to The
Bank of New York Mellon Trust Company, National Association, the trustee
and paying agent, during its business hours at the address specified in
the Notice of Redemption.
As a result of the redemption, the Notes are exchangeable in accordance
with their terms at any time from the date of the redemption notice
until the close of business on August 16, 2011, for an “Exchange Value”
equal to the current exchange rate of 16.3934 (subject to adjustment)
Company common shares (“Common Shares”) multiplied by the average price
of the Common Shares over a specified period following the date a Note
is tendered for exchange. The Exchange Value will be paid to each
exchanging Note holder (i) in cash, up to the principal amount of the
Notes being exchanged, and (ii) to the extent that the Exchange Value
exceeds such principal amount, such excess amount will be paid, at the
Company’s and the Operating Partnership’s option, in cash, Common
Shares, or a combination of cash and Common Shares. The Bank of New York
Mellon Trust Company, National Association is the exchange agent,
located at the address specified in the Notice of Redemption.
The Notice of Redemption and Optional Repurchase will be mailed to
holders of the Notes no later than Tuesday, July 19, 2011.
Optional Repurchase of Notes
A holder of Notes also has the right to require the Operating
Partnership to repurchase such holder’s Notes, in whole or in any
portion of the principal amount thereof that is equal to $1,000 or an
integral multiple thereof), on August 18, 2011, for an amount in cash
equal to 100% of the principal amount of the Notes to be repurchased
plus accrued and unpaid interest up to, but excluding, the optional
repurchase date. In order to receive the optional repurchase price,
holders of Notes must deliver an optional repurchase notice, together
with the Notes such holder wishes the Operating Partnership to
repurchase, to The Bank of New York Mellon Trust Company, National
Association, the paying agent, at the address specified in the Notice of
Redemption and Optional Repurchase. The optional repurchase notice must
be received by the paying agent beginning at any time from July 19, 2011
until the close of business on August 15, 2011. The optional repurchase
price is the same amount as the redemption price.
The optional repurchase price for any Note as to which an optional
repurchase notice has been duly given will be paid within two business
days after the later of the optional repurchase date or the time at
which such Notes are surrendered to the paying agent for repurchase.
Unless the Operating Partnership defaults in making payment of the
optional repurchase price, from and after the optional repurchase date
the Notes will no longer be deemed outstanding, interest thereon shall
cease to accrue and all the rights of the holders of the Notes shall
cease, except the right to receive the optional repurchase price.
Notes in respect of which an optional repurchase notice has been
provided by a holder shall not be exchangeable even if otherwise
exchangeable unless such holder validly withdraws such optional
repurchase notice in accordance with the terms of the Notes.
The Notice of Redemption and Optional Repurchase will be mailed to
holders of the Notes no later than Tuesday, July 19, 2011.
Forward-Looking Statements
The forward-looking statements contained in this news release are
subject to certain risks and uncertainties including, without
limitation, the risks described under the heading “Risk Factors” in our
Annual Report on Form 10-K filed with the Securities and Exchange
Commission (SEC) and available on our website, www.equityapartments.com.
The company assumes no obligation to update or supplement
forward-looking statements that become untrue because of subsequent
events.
Equity Residential is an S&P 500 company focused on the acquisition,
development and management of high quality apartment properties in top
U.S. growth markets. Equity Residential owns or has investments in 421
properties located in 16 states and the District of Columbia, consisting
of 120,760 apartment units. For more information on Equity Residential,
please visit our website at www.equityapartments.com.
Source: Equity Residential
Contact:
Equity Residential
Marty McKenna (312) 928-1901