PHILADELPHIA--([ BUSINESS WIRE ])--Pennsylvania Real Estate Investment Trust (NYSE: PEI) (the aCompanya) today closed the underwritten public offering of 4,600,000 of its 8.25% Series A Cumulative Redeemable Perpetual Preferred Shares (the aSeries A Preferred Sharesa) with a liquidation preference of $25.00 per share, including 600,000 Series A Preferred Shares sold pursuant to the underwritersa exercise in full of their option to purchase additional shares. The offering generated net proceeds to the Company of approximately $110.7 million, after deducting the underwriting discounts and commissions and estimated offering expenses payable by the Company.
The Company intends to use approximately $30 million of the net proceeds to repay the amount outstanding under its Revolving Facility and the remaining net proceeds for repayment of other indebtedness and for general corporate purposes. Following the repayment of that outstanding balance, there will be $250 million available under the Revolving Facility. The Company has filed an application to list the Series A Preferred Shares on the New York Stock Exchange under the symbol aPEIPrAa. Trading of the Series A Preferred Shares on the New York Stock Exchange is expected to begin within 30 days after the initial issuance of the Series A Preferred Shares.
Wells Fargo Securities, LLC, Citigroup and Merrill Lynch, Pierce, Fenner & Smith Incorporated acted as joint book-running managers for the offering. J.P. Morgan Securities LLC and Stifel, Nicolaus & Company, Incorporated acted as senior co-managers for the offering, and Deutsche Bank Securities Inc., Janney Montgomery Scott LLC, Mitsubishi UFJ Securities (USA), Inc., Oppenheimer & Co. Inc., PNC Capital Markets LLC and TD Securities (USA) LLC acted as co-managers for the offering.
A shelf registration statement relating to these securities has been declared effective by the Securities and Exchange Commission. The offering was made only by means of a prospectus supplement and related prospectus, which have been filed with the Securities and Exchange Commission. Copies of the prospectus supplement and related prospectus for this offering may be obtained by contacting Wells Fargo Securities, LLC at 1525 West W.T. Harris Blvd., NC0675, Charlotte, NC 28262, Attention: Capital Markets Client Support, telephone: 1-800-326-5897 or email: [ cmclientsupport@wellsfargo.com ]; Citigroup Global Markets Inc. at Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, NY 11220, Attention: Prospectus Department, telephone: 1-800-831-9146 or email: [ batprospectusdept@citi.com ]; or Merrill Lynch, Pierce, Fenner & Smith Incorporated at 4 World Financial Center, New York, NY 10080, Attention: Prospectus Department, telephone: 1-800-294-1322 or email: [ dg.prospectus_requests@baml.com ].
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Pennsylvania Real Estate Investment Trust
Pennsylvania Real Estate Investment Trust, founded in 1960 and one of the first equity REITs in the U.S., has a primary investment focus on retail shopping malls. Currently, the Companyas portfolio consists of 49 properties, including 38 shopping malls, eight community and power centers, and three development properties. The Companyas properties are located in 13 states in the eastern half of the United States, primarily in the Mid-Atlantic region. The operating retail properties have approximately 33 million total square feet of space. PREIT is headquartered in Philadelphia, Pennsylvania. PREIT is publicly traded on the NYSE under the symbol PEI.
Forward-Looking Statements
This press release contains certain aforward-looking statementsa within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements relate to expectations, beliefs, projections, future plans, strategies, anticipated events, trends and other matters that are not historical facts. These forward-looking statements reflect our current views about future events, achievements or results and are subject to risks, uncertainties and changes in circumstances that might cause future events, achievements or results to differ materially from those expressed or implied by the forward-looking statements. In particular, our business might be materially and adversely affected by uncertainties affecting real estate businesses generally as well as the following, among other factors: our substantial debt and our high leverage ratio; constraining leverage, interest and tangible net worth covenants under our 2010 Credit Facility; our ability to refinance our existing indebtedness when it matures, on favorable terms or at all, due in part to the effects on us of dislocations and liquidity disruptions in the capital and credit markets; our ability to raise capital, including through the issuance of equity or equity-related securities if market conditions are favorable, through joint ventures or other partnerships, through sales of properties or interests in properties, or through other actions; our short- and long-term liquidity position; current economic conditions and their effect on employment, consumer confidence and spending and the corresponding effects on tenant business performance, prospects, solvency and leasing decisions and on our cash flows, and the value and potential impairment of our properties; general economic, financial and political conditions, including credit market conditions, changes in interest rates or unemployment; changes in the retail industry, including consolidation and store closings, particularly among anchor tenants; our ability to maintain and increase property occupancy, sales and rental rates, in light of the relatively high number of leases that have expired or are expiring in the next two years; increases in operating costs that cannot be passed on to tenants; risks relating to development and redevelopment activities; the effects of online shopping and other uses of technology on our retail tenants; concentration of our properties in the Mid-Atlantic region; changes in local market conditions, such as the supply of or demand for retail space, or other competitive factors; potential dilution from any capital raising transactions; possible environmental liabilities; our ability to obtain insurance at a reasonable cost; and existence of complex regulations, including those relating to our status as a REIT, and the adverse consequences if we were to fail to qualify as a REIT. Additional factors that might cause future events, achievements or results to differ materially from those expressed or implied by our forward-looking statements include those discussed in the section of our Annual Report on Form 10-K in the section entitled aItem 1A. Risk Factors.a We do not intend to update or revise any forward-looking statements to reflect new information, future events or otherwise.