CAMDEN PROPERTY TRUST (NYSE:CPT) Files An 8-K Entry into a Material Definitive Agreement
Entry into a Material Definitive Agreement.
to the underwriting agreement (the “Underwriting Agreement”), dated February19, 2019, between Camden Property Trust (the “Company”), on one hand, and Deutsche Bank Securities Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as underwriters (collectively, the “Underwriters”), on the other hand, the Company agreed to issue and sell to the Underwriters 3,375,000 common shares of the Company, par value of $0.01 per share (the “Common Shares”), and an option to purchase up to an additional 506,250 Common Shares.
The Company intends to use the net proceeds for general corporate purposes, which may include financing for acquisitions and funding for development activities, reducing borrowings under its $600 million unsecured line of credit and the repayment of other indebtedness.
Affiliates of the Underwriters are lenders under the Company’s unsecured line of credit, and any of the Underwriters or their affiliates may, at any time, be holders of the Company’s other indebtedness. Such Underwriter or its affiliate will therefore receive its proportionate share of any proceeds of this offering used to repay indebtedness under the unsecured line of credit or other indebtedness, to the extent it is a lender thereunder.
The Underwriters and their affiliates have provided, from time to time, and may continue to provide, investment banking, financial and other services to the Company, for which the Company has paid, and intends to pay, customary fees. In addition, the Underwriters and their affiliates are full service financial institutions engaged in various activities, which may include securities trading, commercial and investment banking, financial advisory, investment management, principal investment, hedging, financing and brokerage activities. In the ordinary course of their various business activities, the Underwriters and their affiliates may make or hold a broad array of investments and actively trade debt and equity securities (or related derivative securities) and financial instruments (including bank loans) for their own account and for the accounts of their customers. Such investment and securities activities may involve securities and instruments of the Company. The Underwriters and their affiliates may also make investment recommendations and/or publish or express independent research views in respect of such securities or financial instruments and may hold, or recommend to clients that they acquire, long and/or short positions in such securities and instruments.
The description herein of the Underwriting Agreement is qualified in its entirety, and the terms therein are incorporated herein, by reference to the Underwriting Agreement filed as Exhibit 1.1 hereto.
Item 9.01.Financial Statements and Exhibits.
Underwriting Agreement, dated February 19, 2019, between Camden Property Trust, on one hand, and Deutsche Bank Securities Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, on the other hand
Opinion of Dentons US LLP as to the legality of the securities registered
Opinion of Dentons US LLP as to certain tax matters
Consent of Dentons US LLP (included in Exhibit 5.1 hereto)
Consent of Dentons US LLP (included in Exhibit 8.1 hereto)
CAMDEN PROPERTY TRUST Exhibit
EX-1.1 2 ex11feb-19uwagreement.htm EXHIBIT 1.1 Exhibit Exhibit 1.1CAMDEN PROPERTY TRUST3,…
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About CAMDEN PROPERTY TRUST (NYSE:CPT)
Camden Property Trust is a real estate investment trust (REIT). The Company is engaged in the ownership, management, development, redevelopment, acquisition and construction of multifamily apartment communities. The Company operates in the ownership, management, development, redevelopment, acquisition, and construction of multifamily apartment communities segment. The Company owns interests in, operates, or is developing approximately 180 multifamily properties consisting of approximately 62,650 apartment homes across the United States. Of the over 180 properties, approximately eight properties are under construction. It also owns land holdings. Its properties consist of mid-rise buildings or two and three story buildings in a landscaped setting and provide residents with various amenities common to multifamily rental properties. Its operating properties have over 200 apartment homes. Its properties include Camden Copper Square, Camden Montierra and Camden Ballantyne.