JERSEY CITY, N.J., Sept. 19, 2016 /PRNewswire/ -- Mack-Cali Realty
Corporation (NYSE: CLI)(the "Company") today announced the pricing
and expiration of the previously announced tender offer (the
"Tender Offer") of its operating partnership, Mack-Cali Realty,
L.P. (the "Operating Partnership"), to purchase for cash any and
all of the Operating Partnership's outstanding 7.750% Senior
Unsecured Notes due August 15, 2019
listed in the table below (the "Notes").
Title of
Security
|
CUSIP
Number
|
Principal Amount
Outstanding
|
U.S. Treasury
Reference
Security
|
Bloomberg Reference
Page
|
Fixed
Spread
|
Tender Offer
Consideration (2)(3)
|
7.750% senior
unsecured
notes due 2019 (1)
|
55448QAP1
|
$250,000,000
|
0.750% UST due
08/15/19
|
FIT1
|
+115 bps
|
$1,159.77
|
(1) Issuer: Mack-Cali Realty, L.P.
(2) Per $1,000
principal amount.
(3) Tender Offer Consideration (as defined below)
calculated on the basis of pricing for the U.S. Treasury Reference
Security as of 2:00 p.m.,
New York City time, on
September 16, 2016.
The Tender Offer was made pursuant to the terms and conditions
set forth in the offer to purchase, dated September 12, 2016, and the related letter of
transmittal and notice of guaranteed delivery (as they may each be
amended or supplemented from time to time, the "Tender Offer
Documents"), to purchase for cash any and all of the Notes. The
Company refers investors to the Tender Offer Documents for the
complete terms and conditions of the Tender Offer.
The "Tender Offer Consideration" listed in the table above 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 Tender Offer
Documents by reference to a fixed spread specified for the Notes
(the "Fixed Spread") specified in the table above plus the yield
based on the bid-side price of the U.S. Treasury Reference Security
specified in the table above at 2:00
p.m., New York City time,
on September 16, 2016.
Holders also will receive accrued and unpaid interest on Notes
validly tendered and accepted for purchase from the last interest
payment date up to, but not including, the date the Company
initially makes payment for such Notes (the "Settlement
Date"). The Tender Offer expired at 5:00 p.m., New York
City time, on September 16,
2016 (the "Expiration Date"), and the Settlement Date is
expected to be September 19,
2016.
According to information provided by Global Bondholder Services
Corporation, the depositary and information agent for the Tender
Offer, $114,916,000 aggregate
principal amount of Notes was validly tendered prior to or at the
Expiration Date and not validly withdrawn. This amount includes
$52,000 aggregate principal amount of
outstanding Notes tendered pursuant to the guaranteed delivery
procedures described in the Tender Offer Documents, which remain
subject to the holders' performance of the delivery requirements
under such procedures.
The Company has accepted for purchase all Notes validly tendered
and not validly withdrawn at or prior to the Expiration Date. The
conditions to the Tender Offer have been satisfied, therefore, the
Company expects the payment for the purchased Notes to be made on
the Settlement Date, provided that payment for Notes delivered in
accordance with the guaranteed delivery procedures is expected to
be made on September 21, 2016.
Information Relating to the Tender Offer
Citigroup Global Markets Inc. is the dealer manager for the
Tender Offer. Investors with questions regarding the Tender Offer
may contact Citigroup Global Markets Inc. at (800) 558-3745
(toll-free) or (212) 723-6106 (collect). Global Bondholder Services
Corporation is the depositary and information agent for the Tender
Offer and can be contacted at (866) 807-2200 (toll-free) or (212)
430-3774 (collect).
None of the Company or its affiliates, their respective boards
of directors, the dealer manager, the depositary and information
agent or the trustee with respect to the Notes is making any
recommendation as to whether holders should tender any Notes in
response to the Tender Offer, and neither the Company nor any such
other person has authorized any person to make any such
recommendation. Holders must make their own decision as to whether
to tender any of their Notes, and, if so, the principal amount of
Notes to tender.
This press release is for informational purposes only and is not
an offer to buy, or the solicitation of an offer to sell, any of
the Notes and the Tender Offer does not constitute an offer to buy
or the solicitation of an offer to sell Notes in any jurisdiction
or in any circumstances in which such offer or solicitation are
unlawful. The full details of the Tender Offer, including complete
instructions on how to tender Notes, are included in the Tender
Offer Documents. Holders are strongly encouraged to read carefully
the Tender Offer Documents, including materials incorporated by
reference therein, because they will contain important information.
The Tender Offer Documents may be downloaded from Global Bondholder
Services Corporation's website at http://www.gbsc-usa.com/Mack-Cali
or obtained from Global Bondholder Services Corporation, free of
charge, by calling toll-free at (866) 807-2200 (bankers and brokers
can call collect at (212) 430-3774).
About Mack-Cali Realty Corporation
Mack-Cali Realty Corporation is a fully integrated,
self-administered, self-managed real estate investment trust (REIT)
providing management, leasing, development, and other
tenant-related services for its two-platform operations of
waterfront and transit-based office and luxury multi-family
assets. Mack-Cali provides
its tenants and residents with the most innovative communities that
empower them to re-imagine the way they work and live.
Additional information on Mack-Cali Realty Corporation and the
commercial real estate properties and multi-family residential
communities available for lease can be found on the Company's
website at http://www.mack-cali.com.
Statements made in this press release may be forward-looking
statements within the meaning of Section 21E of the Securities
Exchange Act of 1934, as amended. Forward-looking statements can be
identified by the use of words such as "may," "will," "plan,"
"potential," "projected," "should," "expect," "anticipate,"
"estimate," "target," "continue," or comparable terminology. Such
forward-looking statements are inherently subject to certain risks,
trends and uncertainties, many of which the Company cannot predict
with accuracy and some of which the Company might not even
anticipate, and involve factors that may cause actual results to
differ materially from those projected or suggested. Readers are
cautioned not to place undue reliance on these forward-looking
statements and are advised to consider the factors listed above
together with the additional factors under the heading "Disclosure
Regarding Forward-Looking Statements" and "Risk Factors" in the
Company's Annual Report on Form 10-K, as may be supplemented or
amended by the Company's Quarterly Reports on Form 10-Q, which are
incorporated herein by reference. The Company assumes no obligation
to update or supplement forward-looking statements that become
untrue because of subsequent events, new information or otherwise,
except as required under applicable law.
Contacts:
|
Anthony
Krug
|
Ilene
Jablonski
|
Deidre
Crockett
|
|
Mack-Cali Realty
Corporation
|
Mack-Cali Realty
Corporation
|
Mack-Cali Realty
Corporation
|
|
Chief Financial
Officer
|
Vice President of
Marketing
|
Director of Investor
Relations
|
|
(732)
590-1030
|
(732)
590-1528
|
(732)
590-1025
|
|
tkrug@mack-cali.com
|
ijablonski@mack-cali.com
|
dcrockett@mack-cali.com
|
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SOURCE Mack-Cali Realty Corporation