Post Apartment Homes Lp 8-k (events Or Changes Between Quarterly Reports) 2009-02-20
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2009
Post Properties, Inc. Post Apartment Homes, L.P. (Exact name of registrant as specified in its charter) Georgia Georgia (State or other jurisdiction of incorporation) 1-12080 0-28226 (Commission File Number) 58-1550675 58-2053632 (IRS Employer Identification Number) 4401 Northside Parkway, Suite 800, Atlanta, Georgia 30327 (Address of principal executive offices) Registrant’s telephone number, including area code (404) 846-5000 Not Applicable (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01. Other Events. On February 20, 2009, Post Apartment Homes, L.P., the operating partnership of Post Properties, Inc., issued a press release announcing the expiration and final results of its previously announced cash tender offer to purchase any and all of its outstanding 7.70% Notes due 2010 (the “2010 Notes”) and 5.125% Notes due 2011 (the “2011 Notes”). $84,495,000 in aggregate principal amount of the 2010 Notes, representing approximately 46% of the outstanding 2010 Notes and $90,363,000 in aggregate principal amount of the 2011 Notes, representing approximately 90% of the outstanding 2011 Notes, were validly tendered and not validly withdrawn in the tender offer. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference in its entirety. Item 9.01. Financial Statements and Exhibits. Exhibit 99.1
Press Release dated February 20, 2009.
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SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: February 20, 2009
POST PROPERTIES, INC. By: /s/ David P. Stockert David P. Stockert President and Chief Executive Officer
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SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: February 20, 2009
POST APARTMENT HOMES, L.P. By: POST GP HOLDINGS, INC., as General Partner
By: /s/ David P. Stockert David P. Stockert President and Chief Executive Officer
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EXHIBIT INDEX Exhibit Number Index
99.1
Press Release dated February 20, 2009
Exhibit 99.1 (POST PROPERTIES LOGO)
Contact:
David Stockert Post Properties, Inc. (404) 846-5000 Post Apartment Homes, L.P. Announces Expiration and Final Results of Tender Offer for its 7.70% Notes Due 2010 and 5.125% Notes Due 2011
ATLANTA, February 20, 2009 – Post Apartment Homes, L.P. (“Post Apartment Homes”), the operating partnership of Post Properties, Inc. (NYSE: PPS), an Atlanta-based real estate investment trust, today announced the expiration and final results of its previously announced cash tender offer to purchase any and all of its $185,000,000 7.70% Notes due 2010 (CUSIP No. 737415AD1) (the “2010 Notes”) and its $100,000,000 5.125% Notes due 2011 (CUSIP No. 737415AG4) (the “2011 Notes” and together with the 2010 Notes, the “Notes”). The tender offer was made pursuant to an Offer to Purchase dated February 11, 2009 (the “Offer to Purchase”) and related Letter of Transmittal, which together constitute the “Offer”. The Offer expired at 5:00 p.m., New York City time, on February 19, 2009. $84,495,000 in aggregate principal amount of the 2010 Notes, representing approximately 46% of the outstanding 2010 Notes and $90,363,000 in aggregate principal amount of the 2011 Notes, representing approximately 90% of the outstanding 2011 Notes, were validly tendered and not validly withdrawn in the Offer. The Company has accepted for purchase all such Notes. The applicable purchase price plus the applicable accrued and unpaid interest will be paid to the tendering holders on the settlement date, which is today, February 20, 2009. J.P. Morgan Securities Inc. served as the dealer manager for the Offer and Global Bondholder Services Corporation served as the depositary and information agent for the Offer. About Post Properties Post Properties, founded more than 37 years ago, is one of the largest developers and operators of upscale multifamily communities in the United States. The Company’s mission is delivering superior satisfaction and value to its residents, associates, and investors, with a vision of being the first choice in quality multifamily living. Operating as a real estate investment trust (“REIT”), the Company focuses on developing and managing Post® branded resort-style garden and high density urban apartments. In addition, the Company develops high-quality condominiums and converts existing apartments to for-sale multifamily communities. Post Properties is headquartered in Atlanta, Georgia, and has operations in ten markets across the country.
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Post Properties owns 21,189 apartment homes in 58 communities, including 1,747 apartment units in five communities held in unconsolidated entities and 1,736 apartment units in five communities currently under construction and/or in lease-up. The Company is also developing and selling 361 for-sale condominium homes in three communities (including 129 units in one community held in an unconsolidated entity) and is converting apartment units in two communities initially consisting of 349 units into for-sale condominium homes through a taxable REIT subsidiary. ###
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2009
Post Properties, Inc. Post Apartment Homes, L.P. (Exact name of registrant as specified in its charter) Georgia Georgia (State or other jurisdiction of incorporation) 1-12080 0-28226 (Commission File Number) 58-1550675 58-2053632 (IRS Employer Identification Number) 4401 Northside Parkway, Suite 800, Atlanta, Georgia 30327 (Address of principal executive offices) Registrant’s telephone number, including area code (404) 846-5000 Not Applicable (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01. Other Events. On February 20, 2009, Post Apartment Homes, L.P., the operating partnership of Post Properties, Inc., issued a press release announcing the expiration and final results of its previously announced cash tender offer to purchase any and all of its outstanding 7.70% Notes due 2010 (the “2010 Notes”) and 5.125% Notes due 2011 (the “2011 Notes”). $84,495,000 in aggregate principal amount of the 2010 Notes, representing approximately 46% of the outstanding 2010 Notes and $90,363,000 in aggregate principal amount of the 2011 Notes, representing approximately 90% of the outstanding 2011 Notes, were validly tendered and not validly withdrawn in the tender offer. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference in its entirety. Item 9.01. Financial Statements and Exhibits. Exhibit 99.1
Press Release dated February 20, 2009.
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SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: February 20, 2009
POST PROPERTIES, INC. By: /s/ David P. Stockert David P. Stockert President and Chief Executive Officer
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SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: February 20, 2009
POST APARTMENT HOMES, L.P. By: POST GP HOLDINGS, INC., as General Partner
By: /s/ David P. Stockert David P. Stockert President and Chief Executive Officer
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EXHIBIT INDEX Exhibit Number Index
99.1
Press Release dated February 20, 2009
Exhibit 99.1 (POST PROPERTIES LOGO)
Contact:
David Stockert Post Properties, Inc. (404) 846-5000 Post Apartment Homes, L.P. Announces Expiration and Final Results of Tender Offer for its 7.70% Notes Due 2010 and 5.125% Notes Due 2011
ATLANTA, February 20, 2009 – Post Apartment Homes, L.P. (“Post Apartment Homes”), the operating partnership of Post Properties, Inc. (NYSE: PPS), an Atlanta-based real estate investment trust, today announced the expiration and final results of its previously announced cash tender offer to purchase any and all of its $185,000,000 7.70% Notes due 2010 (CUSIP No. 737415AD1) (the “2010 Notes”) and its $100,000,000 5.125% Notes due 2011 (CUSIP No. 737415AG4) (the “2011 Notes” and together with the 2010 Notes, the “Notes”). The tender offer was made pursuant to an Offer to Purchase dated February 11, 2009 (the “Offer to Purchase”) and related Letter of Transmittal, which together constitute the “Offer”. The Offer expired at 5:00 p.m., New York City time, on February 19, 2009. $84,495,000 in aggregate principal amount of the 2010 Notes, representing approximately 46% of the outstanding 2010 Notes and $90,363,000 in aggregate principal amount of the 2011 Notes, representing approximately 90% of the outstanding 2011 Notes, were validly tendered and not validly withdrawn in the Offer. The Company has accepted for purchase all such Notes. The applicable purchase price plus the applicable accrued and unpaid interest will be paid to the tendering holders on the settlement date, which is today, February 20, 2009. J.P. Morgan Securities Inc. served as the dealer manager for the Offer and Global Bondholder Services Corporation served as the depositary and information agent for the Offer. About Post Properties Post Properties, founded more than 37 years ago, is one of the largest developers and operators of upscale multifamily communities in the United States. The Company’s mission is delivering superior satisfaction and value to its residents, associates, and investors, with a vision of being the first choice in quality multifamily living. Operating as a real estate investment trust (“REIT”), the Company focuses on developing and managing Post® branded resort-style garden and high density urban apartments. In addition, the Company develops high-quality condominiums and converts existing apartments to for-sale multifamily communities. Post Properties is headquartered in Atlanta, Georgia, and has operations in ten markets across the country.
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Post Properties owns 21,189 apartment homes in 58 communities, including 1,747 apartment units in five communities held in unconsolidated entities and 1,736 apartment units in five communities currently under construction and/or in lease-up. The Company is also developing and selling 361 for-sale condominium homes in three communities (including 129 units in one community held in an unconsolidated entity) and is converting apartment units in two communities initially consisting of 349 units into for-sale condominium homes through a taxable REIT subsidiary. ###
