Vornado Realty Trust (NYSE: VNO) ("Vornado”) today announced that it has
completed its previously announced cash tender offers for any and all of
its 3.625% Convertible Senior Debentures (CUSIP No. 929043AE7) (the
"3.625% Debentures”) and its 2.85% Convertible Senior Debentures (CUSIP
No. 929042AC3) (the "2.85% Debentures” and together with the 3.625%
Debentures, the "Securities”), each of which is guaranteed by Vornado
Realty L.P. (the "Operating Partnership”), the operating partnership
through which Vornado conducts its business and holds substantially all
of its assets.
The tender offers for the Securities expired at 12:00 midnight, New York
City time, on December 1, 2009. Pursuant to the terms of the tender
offers, Vornado purchased an aggregate of $449,672,000 principal amount
of the 3.625% Debentures (representing approximately 51% of the 3.625%
Debentures outstanding prior to the tender offer) and $1,103,459,000
principal amount of the 2.85% Debentures (representing approximately 98%
of the 2.85% Debentures outstanding prior to the tender offer). The
Securities purchased have been retired, thereby leaving $437,297,000 in
aggregate principal amount of the 3.625% Debentures outstanding and
$22,479,000 in aggregate principal amount of the 2.85% Debentures
outstanding.
In accordance with the terms of the tender offers, the consideration
paid for the Securities was $1,000 per $1,000 in principal amount of
such Securities, plus accrued and unpaid interest to, but not including,
December 2, 2009, the settlement date for the tender offers. The
aggregate consideration paid for the Securities purchased, exclusive of
accrued interest, was approximately $1.553 billion. Vornado paid for all
of the Securities purchased pursuant to the tender offers with available
cash received from the Operating Partnership.
BofA Merrill Lynch and Goldman, Sachs & Co. acted as the Dealer Managers
for the tender offers and Global Bondholder Services Corporation acted
as the information agent for the tender offers.
This press release is for informational purposes only and is not an
offer to buy or the solicitation of an offer to sell, or to solicit any
consents related to, the Securities. The offers to purchase Securities
were only made pursuant to the Offer to Purchase and related letter of
transmittal that Vornado has filed with the SEC and mailed to holders of
Securities. Holders of Securities should read those materials carefully
because they contain important information, including the various terms
of, and conditions to, the tender offers.
Vornado Realty Trust is a fully integrated equity real estate investment
trust.
Certain statements contained herein may constitute "forward-looking
statements”. Such forward-looking statements involve known and unknown
risks, uncertainties and other factors which may cause the actual
results, performance or achievements of Vornado to be materially
different from any future results, performance or achievements expressed
or implied by such forward-looking statements. Such factors include,
among others, risks associated with the timing of and costs associated
with property improvements, financing commitments, general competitive
factors and the risk factors discussed in documents filed by Vornado
from time to time with the SEC, including the Vornado’s Annual Report on
Form 10-K and its Quarterly Reports on Form 10-Q.