Saul Centers, Inc. Prices Offering of 6.875% Series C Cumulative
Redeemable Preferred Depositary Shares
BETHESDA, Md., Jan. 29, 2013 /PRNewswire/ -- Saul Centers,
Inc. (NYSE: BFS) (the "Company") today announced that it priced 5
million depositary shares, each representing a 1/100th fractional
interest in a share of the Company's 6.875% Series C Cumulative
Redeemable Preferred Stock, at an initial public offering price of
$25.00 per depositary share.
The dividend rate of the Series C Cumulative Redeemable Preferred
Stock underlying the depositary shares will be at a fixed rate of
6.875% of the liquidation preference per year, which is equivalent
to an annual dividend of $1.71875 per
depositary share. Dividends will be paid quarterly in
arrears. The Company estimates that net proceeds from this
offering, after deducting underwriting discounts, commissions and
estimated offering expenses, will be approximately $120.6 million (assuming no exercise of the
underwriters' over-allotment option).
The Company intends to use the net proceeds from this offering
to redeem all outstanding shares of its 9% Series B Cumulative
Redeemable Preferred Stock and the related depositary shares. With
any remaining net proceeds, the Company intends to redeem
outstanding shares of its 8% Series A Cumulative Redeemable
Preferred Stock and the related depositary shares.
The offering is expected to close on or about February 12, 2013, subject to customary closing
conditions. Up to 600,000 additional depositary shares may be
issued pursuant to the underwriters' over-allotment option within
30 days of the initial issuance of the depositary shares. The
Company anticipates listing the depositary shares on the New York
Stock Exchange.
The joint book-running managers for the offering are
Raymond James & Associates,
Inc., Robert W. Baird & Co. Incorporated, RBC Capital Markets,
LLC, and Stifel, Nicolaus & Company, Incorporated.
This communication shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of
these securities in any state or other jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
other jurisdiction. The offering is being made pursuant to
the Company's existing shelf registration statement, previously
filed with the Securities and Exchange Commission. The
offering of these securities will be made only by means of a
prospectus and a related preliminary prospectus supplement.
Copies of the prospectus and the preliminary prospectus supplement
relating to these securities may be obtained from Raymond James & Associates, Inc. by calling
toll-free 800-248-8863 or writing to prospectus@raymondjames.com,
Robert W. Baird & Co. Incorporated by calling toll-free
800-792-2473, RBC Capital Markets, LLC by calling toll-free
866-375-6829 or writing to usdebtcapitalmarkets@rbccm.com, or
Stifel, Nicolaus & Company, Incorporated by calling toll-free
855-300-7136. You may also obtain a copy of the prospectus
and the prospectus supplement, subject to completion, and other
documents the Company has filed with the Securities and Exchange
Commission for free by visiting the Commission's Web site at
www.sec.gov.
Saul Centers is a self-managed,
self-administered equity real estate investment trust headquartered
in Bethesda, Maryland.
Saul Centers currently operates and
manages a real estate portfolio of 59 community and neighborhood
shopping center and mixed-use properties totaling approximately 9.5
million square feet of leasable area. Over 85% of the
Company's cash flow is generated from properties in the
metropolitan Washington,
DC/Baltimore, MD area.
Statements in this press release that are not strictly
historical are "forward-looking" statements, including statements
with regard to the Company's securities offering and the
anticipated use of the net proceeds. Forward-looking
statements involve known and unknown risks, which may cause the
Company's actual results to differ materially from expected
results. No assurance can be given that the securities
offering discussed above will be completed on the terms described,
or at all, or that the net proceeds of the offering will be used as
indicated. Completion of the securities offering on the terms
described, and the application of net proceeds, are subject to
numerous conditions, many of which are beyond the control of the
Company, including, without limitation, general economic
conditions, local real estate conditions and the availability of
capital. Additional information concerning these and other
factors that could cause actual results to differ materially from
those forward-looking statements is contained from time to time in
the Company's Securities and Exchange Commission filings,
including, but not limited to, Item 1A. Risk Factors of the
Company's annual report on Form 10-K. Copies of each filing
may be obtained from the Company or the Commission. The
Company undertakes no obligation to publicly release the results of
any revisions to these forward-looking statements that may be made
to reflect events or circumstances after the date these statements
were made.
SOURCE Saul Centers, Inc.