Item 1.01
Entry Into a Material Agreement
On November 20, 2017, Alexandria Real Estate Equities, Inc. (the Company) issued and sold $600,000,000 aggregate principal amount of its 3.45% Senior Notes due 2025 (the Notes) in a registered public offering pursuant to an effective shelf registration statement on Form S-3 on file with the Securities and Exchange Commission. The Notes are governed by the terms of an Indenture, dated as of March 3, 2017 (the Base Indenture), by and among the Company, as issuer, Alexandria Real Estate Equities, L.P., as guarantor (the Guarantor), and Branch Banking and Trust Company, as trustee (the Trustee), as supplemented by Supplemental Indenture No. 2, dated as of November 20, 2017 (the Second Supplemental Indenture and, together with the Base Indenture, the Indenture) by and among the Company, the Guarantor and the Trustee.
The Notes bear interest at a rate of 3.45% per year, from and including November 20, 2017 or the most recent interest payment date to which interest has been paid, and are payable semi-annually in arrears on April 30 and October 30 of each year, beginning on April 30, 2018. The Notes mature on April 30, 2025. The Notes are fully and unconditionally guaranteed, on a senior basis, by the Guarantor (the Guarantee), are the unsecured senior obligations of the Company and rank equally with the Companys existing and future unsecured senior indebtedness.
The Company has the option to redeem all or a part of the Notes at any time or from time to time. Before February
28
, 20
25
, the redemption price for the Notes will equal the sum of (i) 100% of the principal amount of the Notes being redeemed, (ii) accrued and unpaid interest thereon, if any, to the date of the redemption, and (iii) a make-whole amount. On or after February
28
, 20
25
, the redemption price for the Notes will be equal to the sum of 100% of the principal amount of the Notes being redeemed, plus accrued and unpaid interest thereon, if any, to the date of redemption.
The Indenture contains covenants that, among other things, limit the ability of the Company, the Guarantor and the Companys subsidiaries to (i) consummate a merger, consolidation or sale of all or substantially all of the Companys assets and (ii) incur secured or unsecured indebtedness. These covenants are subject to a number of important exceptions and qualifications.
The Indenture also provides for customary events of default. In the case of an event of default resulting from certain events of bankruptcy, insolvency or reorganization, the principal of and accrued and unpaid interest, if any, on all outstanding Notes will become due and payable immediately without further action or notice. If any other event of default under the Indenture occurs and is continuing, the Trustee or holders of not less than 25% in principal amount of the then outstanding Notes may declare all the Notes to be due and payable immediately.
The
foregoing
descriptions
of
the
Notes
and
the
Indenture
do
not
purport
to
be
complete
and
are
qualified
in
their
entirety
by
the
full
text
of
the
Base
Indenture,
the
Second
Supplemental
Indenture
and
the
form
of
the
Note
and
Guarantee,
which
are
filed
as
Exhibits
4.1
,
4.2
and
4.3
,
respectively,
to
this
Current
Report
on
Form
8-K
and
are
incorporated
herein
by
reference.