BEACHWOOD, Ohio, March 1, 2011 /PRNewswire/ -- Developers
Diversified Realty Corporation (NYSE: DDR) today announced that it
has entered into an agreement in connection with the sale of
9,500,000 of its common shares in a public offering. The
offering will consist of 4,750,000 common shares to be borrowed and
sold by Citigroup Global Markets Inc. (or an affiliate thereof) and
4,750,000 common shares to be borrowed and sold by Morgan Stanley
& Co., Incorporated (or an affiliate thereof) ("the Forward
Equity Sale").
In connection with the offering of its common shares, Developers
Diversified has entered into forward sale agreements with Citigroup
Global Markets Inc. and Morgan Stanley & Co., Incorporated.
Pursuant to the terms of the forward sale agreements, and subject
to its right to elect cash settlement, Developers Diversified has
agreed to sell, upon physical settlement of such forward sale
agreements, an aggregate of 9,500,000 of its common shares to
Citigroup Global Markets Inc. and Morgan Stanley & Co.,
Incorporated.
Developers Diversified will not receive any proceeds from the
sale of its common shares until settlement of the forward sale
agreements, which is expected to occur on April 4, 2011.
The Company anticipates using the net proceeds it receives from
the Forward Equity Sale plus $60
million from the exercise of warrants to purchase the
Company's common shares by Mr. Alexander
Otto and certain members of his family (the "Otto Family")
for the redemption of $180 million of
the Company's 8% Class G Preferred Shares. Any excess
proceeds will be used for general corporate purposes. The
Company has been advised that the Otto Family will exercise their
warrants on or about March 18, which
entitles them to purchase 10 million of the Company's common shares
at $6.00 per share.
A preliminary prospectus supplement and accompanying prospectus
relating to the underwritten offering will be filed with the
Securities and Exchange Commission. A copy of the preliminary
prospectus supplement and accompanying prospectus relating to the
underwritten offering may be obtained from:
Citigroup Global Markets Inc., Brooklyn Army Terminal, 140 58th
Street, 8th Floor, Brooklyn, NY
11220, Attention: Prospectus Department, Telephone: (877)
858-5407
Morgan Stanley & Co., Incorporated, 180 Varick Street, 2nd
Floor, New York, NY 10014,
Attention: Prospectus Dept., prospectus@morganstanley.com or (866)
718-1649
This release does not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor will there be
any sale of these securities in any state or jurisdiction in which
such an offer, solicitation or sale is not permitted. A
registration statement relating to these securities has been filed
with the Securities and Exchange Commission and is effective.
About Developers Diversified Realty
Developers Diversified owns and manages approximately 570 retail
operating and development properties in 41 states, Brazil, Canada and Puerto
Rico. Totaling approximately 132 million square feet, the
Company's shopping center portfolio features open-air,
value-oriented neighborhood and community centers, mixed-use
centers and lifestyle centers located in prime markets with stable
populations and high-growth potential. Developers Diversified is
the largest landlord in Puerto
Rico and owns a premier portfolio of regional malls
primarily clustered around Sao Paulo,
Brazil. Developers Diversified is a self-administered and
self-managed REIT operating as a fully integrated real estate
company.
Developers Diversified Realty Corporation considers portions of
this information to be forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934, both as amended, with
respect to the Company's expectation for future periods. Although
the Company believes that the expectations reflected in such
forward-looking statements are based upon reasonable assumptions,
it can give no assurance that its expectations will be achieved.
For this purpose, any statements contained herein that are not
historical fact may be deemed to be forward-looking statements.
There are a number of important factors that could cause our
results to differ materially from those indicated by such
forward-looking statements, including, among other factors, the
exercise of the warrants by the Otto Family and the net proceeds,
if any, received by the Company in connection with the Forward
Equity Sale. The Company undertakes no obligation to publicly
revise these forward-looking statements to reflect events or
circumstances that arise after the date hereof.
Developers Diversified - Financial
SOURCE Developers Diversified Realty Corporation