COPT Prices Offering of $300 Million of Seven-Year Senior Unsecured Notes Business Wire COLUMBIA, Md. -- May 14, 2014 Corporate Office Properties Trust (“COPT” or the “Company”) (NYSE: OFC) announced that its operating partnership, Corporate Office Properties, L.P. (the "Operating Partnership"), has priced an offering of $300 million aggregate principal amount of 3.70% senior unsecured notes due June 15, 2021 (the "Notes") at a price equal to 99.739% of the principal amount. The Notes will be senior unsecured obligations of the Operating Partnership and will be fully and unconditionally guaranteed by COPT. The Operating Partnership intends to use the net proceeds from the offering (i) to repay borrowings under its unsecured revolving credit facility, (ii) to repay $50 million under its existing term loan, initially maturing on September 1, 2015, which had an original principal amount of $400 million, (iii) to fund, prior to the receipt of proceeds from anticipated sales of assets, the expected redemption of COPT’s Series H Preferred Shares, and (iv) for general corporate purposes. The sale of the Notes is expected to close on May 21, 2014, subject to customary conditions. J.P. Morgan Securities LLC, KeyBanc Capital Markets Inc. and RBC Capital Markets, LLC are acting as joint book-running managers. Copies of the prospectus supplement, when available, and the accompanying prospectus relating to the Notes may be obtained without charge from J.P. Morgan Securities LLC, 383 Madison Avenue, New York, NY 10179, Attention: Investment Grade Syndicate Desk, or by calling: 212-834-4533 collect; KeyBanc Capital Markets Inc., 127 Public Square, 4th Floor, Cleveland, Ohio 44114, Attention: Debt Capital Markets, Fax: 216-689-4233 or by calling 866-227-6479; RBC Capital Markets, LLC, Three World Financial Center, 200 Vesey Street, New York, New York 10282, Attn: Debt Capital Markets or by calling 866-375-6829 or by emailing email@example.com. A copy of the prospectus supplement and accompanying base prospectus may also be obtained without charge by visiting the SEC website at www.sec.gov. This announcement shall not constitute an offer to sell or the solicitation of an offer to buy the Notes or related guarantee nor shall there be any sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Company Information COPT is an office REIT that focuses primarily on serving the specialized requirements of U.S. Government agencies and defense contractors, most of which are engaged in defense information technology and national security-related activities. As of March 31, 2014, COPT derived 73% of its annualized revenue from its strategic tenant niche properties and 23% from its regional office properties. The Company generally acquires, develops, manages and leases office and data center properties concentrated in large office parks primarily located near knowledge-based government demand drivers and/or in targeted markets or submarkets in the Greater Washington, DC/Baltimore region. As of March 31, 2014, the Company’s consolidated portfolio consisted of 183 office properties totaling 17.5 million rentable square feet. COPT is an S&P MidCap 400 company. Forward-Looking Information This press release may contain “forward-looking” statements, as defined in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, that are based on the Company’s current expectations, estimates and projections about future events and financial trends affecting the Company. Forward-looking statements can be identified by the use of words such as “may,” “will,” “should,” “could,” “believe,” “anticipate,” “expect,” “estimate,” “plan” or other comparable terminology. Forward-looking statements are inherently subject to risks and uncertainties, many of which the Company cannot predict with accuracy and some of which the Company might not even anticipate. Accordingly, the Company can give no assurance that these expectations, estimates and projections will be achieved. Future events and actual results may differ materially from those discussed in the forward-looking statements. Important factors that may affect these expectations, estimates, and projections include, but are not limited to: *general economic and business conditions, which will, among other things, affect office property and data center demand and rents, tenant creditworthiness, interest rates, financing availability and property values; *adverse changes in the real estate markets including, among other things, increased competition with other companies; *governmental actions and initiatives, including risks associated with the impact of a prolonged government shutdown or budgetary reductions or impasses, such as a reduction in rental revenues, non-renewal of leases, and/or a curtailment of demand for additional space by the Company's strategic customers; *the Company’s ability to borrow on favorable terms; *risks of real estate acquisition and development activities, including, among other things, risks that development projects may not be completed on schedule, that tenants may not take occupancy or pay rent or that development or operating costs may be greater than anticipated; *risks of investing through joint venture structures, including risks that the Company’s joint venture partners may not fulfill their financial obligations as investors or may take actions that are inconsistent with the Company’s objectives; *changes in the Company’s plans for properties or views of market economic conditions or failure to obtain development rights, either of which could result in recognition of significant impairment losses; *the Company’s ability to satisfy and operate effectively under Federal income tax rules relating to real estate investment trusts and partnerships; *the Company's ability to achieve projected results; *the dilutive effects of issuing additional common shares; and *environmental requirements. The Company undertakes no obligation to update or supplement any forward-looking statements. For further information, please refer to the Company’s filings with the Securities and Exchange Commission, particularly the section entitled “Risk Factors” in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. Contact: Corporate Office Properties Trust IR Contacts: Stephanie Krewson, 443-285-5453 firstname.lastname@example.org or Michelle Layne, 443-285-5452 email@example.com
COPT Prices Offering of $300 Million of Seven-Year Senior Unsecured Notes
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