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| CLP > SEC Filings for CLP > Form 8-K on 2-Oct-2009 | All Recent SEC Filings |
2-Oct-2009
Entry into a Material Definitive Agreement
estate conditions and markets, including recent deterioration in the multifamily
market and the strength or duration of the current recession or recovery;
increased exposure, as a multifamily focused REIT, to risks inherent in
investments in a single industry; ability to obtain financing on reasonable
rates, if at all; performance of affiliates or companies in which we have made
investments; changes in operating costs; higher than expected construction
costs; uncertainties associated with the timing and amount of real estate
dispositions, including our existing inventory of condominium and for-sale
residential assets; legislative or regulatory decisions; our ability to continue
to maintain our status as a REIT for federal income tax purposes; price
volatility, dislocations and liquidity disruptions in the financial markets and
the resulting impact on availability of financing; the effect of any rating
agency action on the cost and availability of new debt financings; level and
volatility of interest rates or capital market conditions; effect of any
terrorist activity or other heightened geopolitical crisis; or other factors
affecting the real estate industry generally.
Except as otherwise required by the federal securities laws, the company
assumes no responsibility to update the information in this Current Report on
Form 8-K.
The company refers you to the documents filed by the company from time to
time with the Securities and Exchange Commission, specifically the section
titled "Risk Factors" in the company's Annual Report on Form 10-K for the year
ended December 31, 2008, as may be updated or supplemented in the company's Form
10-Q filings, which discuss these and other factors that could adversely affect
the company's results.
This Current Report on Form 8-K is being furnished (other than the
information contained in Item 1.01, which is "filed") on behalf of Colonial
Properties Trust and Colonial Realty Limited Partnership to the extent
applicable to either or both registrants. Certain of the events disclosed in the
items covered by this Current Report on Form 8-K may apply to Colonial
Properties Trust only, Colonial Realty Limited Partnership only or both Colonial
Properties Trust and Colonial Realty Limited Partnership, as applicable.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Shell Company Transactions.
Not applicable.
(d) Exhibits.
Attached as exhibits to this form are the documents listed below:
Exhibit Description
1.1 Purchase Agreement, dated as of September 30, 2009, by and among the
Company, the Operating Partnership, and Merrill Lynch, Pierce, Fenner &
Smith Incorporated, Wells Fargo Securities, LLC and UBS Securities LLC,
as representatives of the several underwriters.
5.1 Opinion of Hogan & Hartson LLP regarding the legality of the Common
Shares.
5.2 Opinion of Sirote & Permutt, P.C. regarding Alabama law.
8.1 Opinion of Hogan & Hartson LLP regarding certain tax matters.
23.1 Consent of Hogan & Hartson LLP (included in Exhibits 5.1 and 8.1).
23.2 Consent of Sirote & Permutt, P.C. (included in Exhibit 5.2).
99.1 Press Release of the Company regarding the pricing of the public offering
of common shares, dated September 30, 2009.
99.2 Press Release of the Company regarding the exercise of the Underwriters'
overallotment option, dated October 2, 2009.
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