By Angela McDaniels
Tacoma, Wash., Aug. 26 – Empire State Realty Trust, Inc. operating partnership Empire State Realty OP, LP issued 1,607,596 private perpetual preferred units in exchange for an equal number of operating partnership units under an exchange offer, according to an 8-K filing with the Securities and Exchange Commission.
The preferred units have a liquidation preference of $16.62 each, or $26.72 million in total.
The exchange offer began on May 28, expired at midnight ET on Aug. 21 and settled on Aug. 26. The expiration date was extended from midnight ET on June 26.
The operating partnership offered to exchange up to 15 million of its operating partnership units. The operating partnership units acquired in the exchange offer have been retired.
The preferred units pay cumulative preferential annual cash distributions of $0.60 per unit per year, compared with an annual distribution of $0.34 on the operating partnership units.
The operating partnership may generally not redeem the preferred units except in certain circumstances relating to the preservation of Empire State Realty Trust’s status as a real estate investment trust. They are, however, callable at 200% of their liquidation preference plus accrued distributions upon a change of control.
The company said the transaction continues the tax-deferral status of the unitholders.
The lead underwriters of Empire State Realty Trust's initial public offering have waived certain lock-up restrictions to allow participation in the exchange offer by operating partnership unitholders.
The information agent was MacKenzie Partners, Inc. (888 410-7850).
Based in New York City, Empire State is a real estate investment trust with a focus on office and retail properties in Manhattan and the greater New York metropolitan area.
| Issuer: | Empire State Realty OP, LP
|
| Issue: | Cumulative private perpetual preferred units
|
| Amount: | $26,718,246, or $16.62 each
|
| Units: | 1,607,596
|
| Cash distributions: | $0.60 per unit per year
|
| Call option: | At 200% of liquidation preference plus accrued distributions upon change of control
|
| Settlement date: | Aug. 26
|
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