NEW
YORK, April 24, 2023 /PRNewswire/ -- Brixmor
Property Group Inc. (NYSE: BRX) announced today the consideration
payable in connection with the previously announced cash tender
offer (the "Tender Offer") by its operating partnership, Brixmor
Operating Partnership LP (the "Operating Partnership"), to purchase
up to $199,648,000 (the "Tender Cap")
aggregate principal amount of its outstanding 3.650% Senior Notes
due 2024 (the "Notes"), as described in the table below.
Title of
Security
|
CUSIP / ISIN
Number
|
Principal Amount
Outstanding
|
Tender
Cap
(Principal
Amount)
|
Reference U.S.
Treasury Security
|
Reference
Yield
|
Fixed
Spread
|
Early Tender
Premium
(per
$1,000)
|
Total Consideration
(per $1,000)
|
3.650% Senior Notes due
2024
|
11120VAF0 /
US11120VAF04
|
$500,000,000
|
$199,648,000
|
0.375% UST due April
15, 2024
|
4.787 %
|
135 bps
|
$30
|
$972.98
|
The Tender Offer was made on the terms and conditions described
in the Offer to Purchase, dated
April 10, 2023 (as amended and as may
be further amended or supplemented from time to time, the "Offer to
Purchase").
The "Total Consideration" for each $1,000 principal amount of Notes validly tendered
and accepted for purchase pursuant to the Tender Offer was
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.
Only holders of Notes who validly tendered and did not validly
withdraw their Notes at or prior to 5:00
p.m., New York City time,
on April 21, 2023 (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. Withdrawal rights for the Notes expired at 5:00 p.m., New York
City time, on April 21,
2023.
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 has accepted 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.