LOS ANGELES, September 23, 2021--(BUSINESS WIRE)--Kilroy Realty Corporation (NYSE: KRC) (the "Company") today announced that its operating partnership, Kilroy Realty, L.P., has priced an underwritten public offering of $450.0 million aggregate principal amount of 2.650% senior notes due 2033 (the "Notes"). The Notes will pay interest semi-annually at a rate of 2.650% per annum on May 15th and November 15th of each year, commencing May 15, 2022, and mature on November 15, 2033 and are guaranteed by the Company. The Notes are being offered at a price equal to 99.957% of the principal amount, plus accrued interest, if any, with a yield to maturity of 2.654%. The offering is expected to close on October 7, 2021, subject to the satisfaction of customary closing conditions.
Wells Fargo Securities, J.P. Morgan, Barclays, BNP PARIBAS and US Bancorp acted as joint book-running managers; Citigroup, KeyBanc Capital Markets, MUFG, Scotiabank and SMBC Nikko acted as senior co-managers; and BofA Securities, BNY Mellon Capital Markets, LLC, Comerica Securities, PNC Capital Markets LLC and Ramirez and Co., Inc. acted as co-managers of the offering.
Net proceeds from the offering are expected to be approximately $445.8 million, after deducting the underwriting discount and the Company’s estimated expenses. The Company intends to allocate an amount equal to the net proceeds from the offering to Kilroy Oyster Point (Phase 1), an approximately 656,000 square foot office and life science development project located in South San Francisco, which the Company expects to receive LEED Gold certification and to qualify as an Eligible Green Project (as defined). However, the Company may choose to allocate or re-allocate net proceeds from the offering, in whole or in part, to one or more other Eligible Green Projects.
Pending the allocation of an amount equal to the net proceeds from the offering to Eligible Green Projects, the Company intends to use net proceeds to redeem or repay indebtedness and, to the extent not used for such purpose, for other general corporate purposes that may include funding development projects and acquiring land and properties. Pending the allocation of an amount equal to the net proceeds from this offering to Eligible Green Projects, the Company may also hold net proceeds in cash, cash equivalents and/or marketable securities. Such indebtedness to be redeemed or repaid may include all $300.0 million aggregate principal amount (plus the make-whole redemption premium and accrued and unpaid interest) of the operating partnership’s outstanding 3.800% senior notes due 2023 and may also include borrowings, if any, under the operating partnership’s revolving credit facility.
The Notes are being offered pursuant to an effective shelf registration statement filed by Kilroy Realty Corporation and Kilroy Realty, L.P. with the Securities and Exchange Commission ("SEC"). The offering will be made only by means of the prospectus supplement and accompanying prospectus. The preliminary prospectus supplement and accompanying prospectus related to the offering have been filed with the SEC and are available on the SEC’s website at http://www.sec.gov. A copy of the final prospectus supplement and accompanying prospectus related to the offering may be obtained, when available, by contacting Wells Fargo Securities, LLC, 608 2nd Avenue South, Suite 1000, Minneapolis, Minnesota 55402, Attn: WFS Customer Service, by telephone at (800) 645-3751, or by email at firstname.lastname@example.org or J.P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179, Attn: Investment Grade Syndicate Desk – 3rd floor, by telephone collect at (212) 834-4533.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor will there be any offer or sale of these securities in any jurisdiction in which, or to any person to whom, such offer, solicitation or sale would be unlawful.
About Kilroy Realty Corporation
Kilroy Realty Corporation (KRC), a publicly traded real estate investment trust and member of the S&P MidCap 400 Index, is a leading U.S. landlord and developer, with operations in San Diego, Greater Los Angeles, the San Francisco Bay Area, the Pacific Northwest and Austin, Texas. The Company has more than seven decades of experience developing, acquiring and managing office, life science and mixed-use real estate assets. The Company provides physical work environments designed to foster creativity and productivity and serves a broad roster of dynamic, innovation-driven tenants, including technology, entertainment, digital media and health care companies.
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based on our current expectations, beliefs and assumptions, and are not guarantees of future performance. Forward-looking statements are inherently subject to uncertainties, risks, changes in circumstances, trends and factors that are difficult to predict, many of which are outside of our control. Accordingly, actual performance, results and events may vary materially from those indicated or implied in the forward-looking statements, and you should not rely on the forward-looking statements as predictions of future performance, results or events. Numerous factors could cause actual future performance, results and events to differ materially from those indicated in the forward-looking statements, including, among others: global market and general economic conditions and their effect on our liquidity and financial conditions and those of our tenants; adverse economic or real estate conditions generally, and specifically, in the States of California, Texas and Washington; risks associated with our investment in real estate assets, which are illiquid, and with trends in the real estate industry; defaults on or non-renewal of leases by tenants; any significant downturn in tenants’ businesses; our ability to re-lease property at or above current market rates; costs to comply with government regulations, including environmental remediation; the availability of cash for distribution and debt service and exposure to risk of default under debt obligations; increases in interest rates and our ability to manage interest rate exposure; the availability of financing on attractive terms or at all, which may adversely impact our future interest expense and our ability to pursue development, redevelopment and acquisition opportunities and refinance existing debt; a decline in real estate asset valuations, which may limit our ability to dispose of assets at attractive prices or obtain or maintain debt financing, and which may result in write-offs or impairment charges; significant competition, which may decrease the occupancy and rental rates of properties; potential losses that may not be covered by insurance; the ability to successfully complete acquisitions and dispositions on announced terms; the ability to successfully operate acquired, developed and redeveloped properties; the ability to successfully complete development and redevelopment projects on schedule and within budgeted amounts; delays or refusals in obtaining all necessary zoning, land use and other required entitlements, governmental permits and authorizations for our development and redevelopment properties; increases in anticipated capital expenditures, tenant improvement and/or leasing costs; defaults on leases for land on which some of our properties are located; adverse changes to, or enactment or implementations of, tax laws or other applicable laws, regulations or legislation, as well as business and consumer reactions to such changes; risks associated with joint venture investments, including our lack of sole decision-making authority, our reliance on co-venturers’ financial condition and disputes between us and our co-venturers; environmental uncertainties and risks related to natural disasters; our ability to maintain our status as a REIT; and uncertainties regarding the impact of the COVID-19 pandemic, and restrictions intended to prevent its spread, on our business and the economy generally. These factors are not exhaustive and additional factors could adversely affect our business and financial performance. For a discussion of additional factors that could materially adversely affect our business and financial performance, see the factors included under the caption "Risk Factors" in our annual report on Form 10-K for the year ended December 31, 2020, as well as the other risks described in the preliminary and final prospectus supplements and the accompanying prospectus for the offering and our other filings with the Securities and Exchange Commission. All forward-looking statements are based on currently available information and speak only as of the dates on which they are made. We assume no obligation to update any forward-looking statement made in this press release that becomes untrue because of subsequent events, new information or otherwise, except to the extent we are required to do so in connection with our ongoing requirements under federal securities laws.
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Tyler H. Rose
Senior Vice President
Chief Financial Officer and Treasurer