Regency Centers Corporation (“Regency” or the “Company”) (NYSE:REG)
today announced that it plans to commence an underwritten public
offering of 3,100,000 shares of its common stock subject to the forward
sale agreement described below.
J.P. Morgan is acting as sole manager for the offering.
In connection with the offering of its common stock, Regency expects to
enter into a forward sale agreement with an affiliate of J.P. Morgan
(the “Forward Purchaser”), under which Regency will agree to sell to the
Forward Purchaser the same number of shares of Regency’s common stock
sold by an affiliate of the Forward Purchaser to the underwriter for
sale in the underwritten public offering (subject to Regency’s right, in
certain circumstances, to elect cash settlement of the forward sale
agreement).
In connection with the forward sale agreement, the Forward Purchaser (or
its affiliate) is expected to borrow from third-party lenders and sell
to the underwriter up to 3,100,000 shares of the Company’s common stock
at the close of the offering.
Settlement of the forward sale agreement will occur on one or more dates
no later than approximately 15 months after the date of the prospectus
supplement relating to the offering. Upon any physical settlement of the
forward sale agreement, the Company will issue and deliver to the
Forward Purchaser shares of the Company’s common stock in exchange for
cash proceeds per share equal to the forward sale price, which will
initially be the price at which the underwriter agrees to buy the shares
of the Company’s common stock in the offering, and will be subject to
certain adjustments as provided in the forward sale agreement. The
Company may, in certain circumstances, elect cash settlement for all or
a portion of its obligations under the forward sale agreement.
The Company intends to use any net proceeds that it receives upon
settlement of the forward sale agreement described above or upon any
issuance and sale to the underwriter of shares of the Company’s common
stock in the offering to fund potential acquisition opportunities,
development and redevelopment activities, repay maturing debts, and/or
for general corporate purposes.
This offering is being made pursuant to an effective shelf registration
statement and prospectus filed by Regency with the Securities and
Exchange Commission. To obtain a copy of the prospectus supplement and
related base prospectus for this offering, please contact J.P. Morgan
Securities LLC, Attention: Broadridge Financial Solutions at 1155 Long
Island Avenue, Edgewood, New York 11717, or by telephone at (866)
803-9204.
This news release does not constitute an offer to sell or a solicitation
of an offer to buy the securities described herein, nor shall there be
any sale of these securities in any state or jurisdiction in which such
an offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such jurisdiction. The
offering may be made only by means of a prospectus supplement and
related base prospectus.
About Regency Centers Corporation
With more than 50 years of experience, Regency is the preeminent
national owner, operator and developer of high-quality, grocery-anchored
neighborhood and community shopping centers. The Company’s portfolio of
318 retail properties encompasses over 42.8 million square feet located
in top markets throughout the United States, including co-investment
partnerships. Regency has developed 221 shopping centers since 2000,
representing an investment at completion of more than $3 billion.
Operating as a fully integrated real estate company, Regency is a
qualified real estate investment trust that is self-administered and
self-managed.
Forward-looking statements involve risks and uncertainties. Actual
future performance, outcomes and results may differ materially from
those expressed in forward-looking statements. Please refer to the
documents filed by Regency Centers Corporation with the SEC,
specifically the most recent reports on Forms 10-K and 10-Q, which
identify important risk factors which could cause actual results to
differ from those contained in the forward-looking statements.
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