Weingarten Realty Investors Announces Tender Offer for Any and All Outstanding Notes
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Weingarten Realty Investors Announces Tender Offer for Any and All Outstanding
Notes
HOUSTON, June 1 /PRNewswire-FirstCall/ -- Weingarten Realty Investors (NYSE:
WRI) announced today it has commenced two cash tender offers for up to
$350,000,000 aggregate principal amount (the "Tender Cap") of the series of
our notes listed in the table below (collectively, the "Notes"). The offers
to purchase consist of two separate offers (each an "Offer" and together, the
"Offers"), with one offer to purchase any and all of the outstanding Notes
listed under the heading "Any and All Offer" in the table below (the "Any and
All Offer") and a second offer to purchase Notes listed under the heading
"Maximum Tender Offer" in the table below (the "Maximum Tender Offer") in an
aggregate principal amount equal to the amount of the Tender Cap remaining for
the purchase of such Notes following the purchase of the Notes in the Any and
All Offer.
The consideration payable per $1,000 principal amount of each series of the
Notes will include the amount set forth below under the column entitled "Price
Per $1,000 Principal Amount of Notes" plus the accrued and unpaid interest to,
but not including, the payment date for the Notes purchased in both Offers.
The payment date for the Any and All Offer shall be promptly following the Any
and All Offer Expiration Date (as defined below) and is expected to be June 9,
2009. The payment date for the Maximum Tender Offer shall be promptly
following the Maximum Tender Offer Expiration Date (as defined below) and is
expected to be July 1, 2009. Additional terms and conditions of the Offer are
set forth in the Offer to Purchase dated June 1, 2009 (the "Offer to
Purchase"), and the related Letter of Transmittal (the "Letter of
Transmittal").
Price Per
Aggregate $1,000
Principal Principal
Amount Amount of
CUSIP Number Issuer Title of Security Outstanding Notes
------------ ------ ----------------- ----------- -----
Offer for Notes listed below: Any and All Offer
948741AD5 Weingarten 7.000% Senior
Realty Unsecured Notes
Investors due July 15,
2011 $200,000,000 $1,000
94874RAV8 Weingarten 7.070% Medium
Realty Term Notes due
Investors June 26, 2009 $12,000,000 $1,000
94874RBH8 Weingarten 7.350% Medium
Realty Term Notes due
Investors July 20, 2009 $20,000,000 $1,000
94874RBN5 Weingarten 7.400% Medium
Realty Term Notes due
Investors December 21,
2010 $10,000,000 $1,000
94874RAQ9 Weingarten 7.440% Medium
Realty Term Notes due
Investors August 19, 2011 $15,000,000 $1,000
94874RBP0 Weingarten 7.500% Medium
Realty Term Notes due
Investors December 19,
2010 $15,000,000 $1,000
94874RBJ4 Weingarten 8.250% Medium
Realty Term Notes due
Investors January 22, 2010 $10,500,000 $1,000
Offer for Notes listed below: Maximum Tender Offer
948741AF0/ Weingarten 3.950% Convertible
948741AE3 Realty Senior Unsecured
Investors Notes due August
1, 2026 $454,921,000 $950
-----------------
The Any and All Offer will expire at 5:00 p.m., New York City time, on Monday,
June 8, 2009, unless extended (the "Any and All Offer Expiration Date") and
the Maximum Tender Offer will expire at 12:00 midnight, New York City time, on
Friday, June 26, 2009 unless extended (the "Maximum Tender Offer Expiration
Date"). The Any and All Offer Expiration Date and the Maximum Tender Offer
Expiration Date are each referred to as an "Expiration Date." Under certain
circumstances, and as more fully described in the Offer to Purchase,
Weingarten may terminate either Offer before the applicable Expiration Date.
Any tendered Notes may be withdrawn prior to, but not after, the applicable
Expiration Date and withdrawn Notes may be re-tendered by a holder at any time
prior to the applicable Expiration Date.
This press release is neither an offer to purchase nor a solicitation to buy
any of these Notes nor is it a solicitation for acceptance of the Tender
Offers. Weingarten is making the Tender Offers only by, and pursuant to the
terms of, the Offer to Purchase and the related Letter of Transmittal. The
Tender Offers are not being made in any jurisdiction in which the making or
acceptance thereof would not be in compliance with the securities, blue sky or
other laws of such jurisdiction. None of Weingarten Realty Investors, the
Dealer Manager, the Depositary, the Information Agent for the Tender Offers or
the Trustee for the Notes makes any recommendation in connection with the
Tender Offers.
The complete terms and conditions of the Tender Offers are set forth in the
Offer to Purchase and Letter of Transmittal that is being sent to holders of
the Notes. Holders are urged to read the Tender Offer documents carefully
when they become available. Copies of the Offer to Purchase and Letter of
Transmittal may be obtained from the Information Agent for the Tender Offers,
Global Bondholder Services Corporation at (866) 470-4200 (toll-free) or (212)
430-3774 (collect).
J.P. Morgan Securities Inc. is the Dealer Manager for the Tender Offers.
Questions regarding the Tender Offers may be directed to J.P. Morgan
Securities Inc. at (866) 834-4666 (toll free) or (212) 834-3424 (collect).
Forward-Looking Statements
In addition to historical information, this press release contains
forward-looking statements. These statements are based on current
expectations, estimates and projections about the industry and markets in
which Weingarten operates, management's beliefs, and assumptions made by
management. It is important to note that Weingarten's actual results could
differ materially from those projected in such forward-looking statements.
Forward-looking statements are not guarantees of future performance and
involve certain risks and uncertainties which are difficult to predict.
Reference is made to Weingarten's regulatory filings with the Securities and
Exchange Commission for information or factors that may impact Weingarten's
performance.
About Weingarten Realty Investors
As one of the largest real estate investment trusts listed on the New York
Stock Exchange, Weingarten Realty (NYSE: WRI) is celebrating its 60th
anniversary as a commercial real estate owner, manager and developer, formed
in 1948. Focused on delivering solid returns to shareholders, Weingarten is
actively developing, acquiring, and intensively managing properties in 23
states that span the United States from coast-to-coast. The Company's
portfolio of 404 properties includes 323 neighborhood and community shopping
centers and 81 industrial properties. Including tenant-owned square footage,
the Company's portfolio currently totals approximately 73 million square feet
under management. Weingarten has one of the most diversified tenant bases of
any major REIT in its sector, with the largest of its 5,300 tenants comprising
less than 3% of its rental revenues. To learn more about the Company's
operations and growth strategies, please visit www.weingarten.com.
SOURCE Weingarten Realty Investors
Kristin Gandy, Director of Investor Relations of Weingarten Realty Investors,
+1-713-866-6050
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