NEW
YORK, April 24, 2023 /PRNewswire/ -- Brixmor
Property Group Inc. (NYSE: BRX) announced today the early tender
results for the previously announced cash tender offer (the "Tender
Offer") by its operating partnership, Brixmor Operating Partnership
LP (the "Operating Partnership"), to purchase up to $150,000,000 aggregate principal amount of its
outstanding 3.650% Senior Notes due 2024 (the "Notes") and that the
Operating Partnership has amended the Tender Offer by increasing
the maximum aggregate principal amount of Notes that may be
purchased in the Tender Offer to $199,648,000 (as amended, the "Tender Cap").
The following table sets forth some of the terms of the Tender
Offer:
Title of
Security
|
CUSIP / ISIN
Number
|
Principal
Amount
Outstanding
|
Tender
Cap (Principal
Amount)
|
Reference
U.S. Treasury
Security
|
Bloomberg
Reference
Page(1)
|
Fixed
Spread
|
Early Tender
Premium (per $1,000)
|
Principal Amount
Tendered at Early
Tender Deadline
|
3.650% Senior
Notes due
2024
|
11120VAF0 /
US11120VAF04
|
$500,000,000
|
$199,648,000
|
0.375% UST
due April 15,
2024
|
FIT4
|
135 bps
|
$30
|
$199,648,000
|
(1)
|
The applicable page on
Bloomberg from which the Dealer Manager named below will quote the
bid side price of the Reference U.S. Treasury Security. In the
above table, "UST" denotes a U.S. Treasury Security.
|
The Tender Offer commenced on April 10,
2023 and will expire at 5:00
p.m., New York City time,
on May 8, 2023, unless extended or
earlier terminated by the Operating Partnership (the "Expiration
Date"). The terms and conditions of the Tender Offer are described
in the Offer to Purchase, dated
April 10, 2023, as amended by this
press release (as it may be further amended or supplemented from
time to time, the "Offer to Purchase").
As of 5:00 p.m., New York City time, on April 21, 2023 (the "Early Tender Deadline"),
according to information provided by D.F. King & Co., Inc., the
information agent and tender agent for the Tender Offer,
$199,648,000 aggregate principal
amount of the Notes had been validly tendered and not validly
withdrawn in the Tender Offer. Withdrawal rights for the Notes
expired at 5:00 p.m., New York City time, on April 21, 2023.
The "Total Consideration" for each $1,000 principal amount of Notes validly tendered
and accepted for purchase pursuant to the Tender Offer will be
determined in the manner described in the Offer to Purchase by reference to the fixed spread over
the yield to maturity of the Reference U.S. Treasury Security
specified in the table above and in the Offer to Purchase at 10:00
a.m., New York City time,
today, and includes an early tender premium of $30 per $1,000
principal amount of the Notes accepted for purchase. Brixmor
Property Group expects to announce the pricing of the Tender Offer
and the amount of Notes accepted for purchase later today.
Only holders of Notes who validly tendered and did not validly
withdraw their Notes at or prior to the Early Tender Deadline are
eligible to receive the Total Consideration for the Notes accepted
for purchase. Holders of Notes will also receive accrued and unpaid
interest on their Notes validly tendered and accepted for purchase
from and including the most recent interest payment date for the
Notes up to, but not including, the settlement date.
On April 25, 2023, the Operating
Partnership expects to pay for the Notes that were validly tendered
at or prior to the Early Tender Deadline and that are accepted for
purchase.
Since the Tender Offer was fully subscribed as of the Early
Tender Deadline, the Operating Partnership will not accept for
purchase any Notes validly tendered after the Early Tender
Deadline. Because the aggregate principal amount of the Notes
validly tendered and not validly withdrawn prior to the Early
Tender Deadline does not exceed the Tender Cap, the Operating
Partnership expects to accept for purchase all such tendered
Notes.
J.P. Morgan Securities LLC is acting as dealer manager for the
Tender Offer. For additional information regarding the terms of the
Tender Offer, please contact: J.P. Morgan Securities LLC at (866)
834-4666 (toll-free) or (212) 834-4818 (collect). Requests for
documents and questions regarding the tendering of Notes may be
directed to D.F. King & Co., Inc., which is acting as the
information agent and tender agent for the Tender Offer, at (800)
347-4750 (toll-free), (212) 269-5550 (toll) or email
brixmor@dfking.com.
THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT
AN OFFER OR SOLICITATION TO PURCHASE NOTES. THE OFFER TO PURCHASE SETS FORTH THE COMPLETE TERMS OF THE
TENDER OFFER. HOLDERS OF THE NOTES SHOULD CAREFULLY READ THE OFFER
TO PURCHASE BECAUSE IT CONTAINS
IMPORTANT INFORMATION.
THE OFFER TO PURCHASE AND THIS
PRESS RELEASE DO NOT CONSTITUTE AN OFFER OR SOLICITATION TO
PURCHASE NOTES IN ANY JURISDICTION
IN WHICH, OR TO OR FROM ANY PERSON TO OR FROM WHOM, IT IS UNLAWFUL
TO MAKE SUCH OFFER OR SOLICITATION UNDER APPLICABLE SECURITIES OR
BLUE SKY LAWS. IN ANY JURISDICTION IN WHICH THE SECURITIES, BLUE
SKY OR OTHER LAWS REQUIRE THE TENDER OFFER TO BE MADE BY A LICENSED
BROKER OR DEALER, THE TENDER OFFER WILL BE DEEMED TO BE MADE ON
BEHALF OF THE OPERATING PARTNERSHIP BY THE DEALER MANAGER, IF THE
DEALER MANAGER IS A LICENSED BROKER OR DEALER UNDER THE LAWS OF
SUCH JURISDICTION, OR BY ONE OR MORE REGISTERED BROKERS OR DEALERS
THAT ARE LICENSED UNDER THE LAWS OF SUCH JURISDICTION.
NONE OF THE OPERATING PARTNERSHIP, BRIXMOR PROPERTY GROUP INC.,
OR THEIR AFFILIATES, THE GENERAL AND LIMITED PARTNERS OF THE
OPERATING PARTNERSHIP, THE BOARD OF DIRECTORS OF BRIXMOR PROPERTY
GROUP INC., THE DEALER MANAGER, THE TRUSTEE OF THE NOTES OR THE
INFORMATION AND TENDER AGENT MAKES ANY RECOMMENDATION TO ANY HOLDER
OF NOTES IN CONNECTION WITH THE TENDER OFFER. HOLDERS MUST MAKE
THEIR OWN DECISIONS AS TO WHETHER TO TENDER THEIR NOTES AND, IF SO,
THE PRINCIPAL AMOUNT OF NOTES TO TENDER.
ABOUT BRIXMOR PROPERTY GROUP
Brixmor (NYSE: BRX) is a
real estate investment trust (REIT) that owns and operates a
high-quality, national portfolio of open-air shopping centers. Its
373 retail centers comprise approximately 66 million square feet of
prime retail space in established trade areas. The Company strives
to own and operate shopping centers that reflect Brixmor's vision
"to be the center of the communities we serve" and are home to a
diverse mix of thriving national, regional and local retailers.
Brixmor is a proud real estate partner to over 5,000 retailers
including The TJX Companies, The Kroger Co., Publix Super Markets
and Ross Stores.
Brixmor announces material information to its investors in SEC
filings and press releases and on public conference calls, webcasts
and the "Investors" page of its website at https://www.brixmor.com.
The Company also uses social media to communicate with its
investors and the public, and the information Brixmor posts on
social media may be deemed material information. Therefore, Brixmor
encourages investors and others interested in the Company to review
the information that it posts on its website and on its social
media channels.
SAFE HARBOR LANGUAGE
This press release may contain
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange
Act of 1934. These statements include, but are not limited to,
statements related to the Company's expectations regarding the
performance of its business, its financial results, its liquidity
and capital resources and other non-historical statements. You can
identify these forward-looking statements by the use of words such
as "outlook," "believes," "expects," "potential," "continues,"
"may," "will," "should," "seeks," "projects," "predicts,"
"intends," "plans," "estimates," "anticipates" or the negative
version of these words or other comparable words. Such
forward-looking statements are subject to various risks and
uncertainties, including those described under the sections
entitled "Forward-Looking Statements" and "Risk Factors" in the
Company's Annual Report on Form 10-K for the year ended
December 31, 2022, as such factors
may be updated from time to time in our periodic filings with the
SEC, which are accessible on the SEC's website at www.sec.gov.
Accordingly, there are or will be important factors that could
cause actual outcomes or results to differ materially from those
indicated in these statements. These factors should not be
construed as exhaustive and should be read in conjunction with the
other cautionary statements that are included in this release and
in the Company's filings with the SEC. The Company undertakes no
obligation to publicly update or review any forward-looking
statement, whether as a result of new information, future
developments or otherwise, except as required by law.
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SOURCE Brixmor Property Group Inc.