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AMRE > SEC Filings for AMRE > Form 8-K on 19-Jul-2013All Recent SEC Filings

Show all filings for AMREIT, INC.

Form 8-K for AMREIT, INC.


Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Item 1.01. Entry into a Material Definitive Agreement.

On July 16, 2013, AmREIT, Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Jefferies LLC, as representatives of the several underwriters named in Schedule I thereto (the "Underwriters"), pursuant to which the Company agreed to sell 3,000,000 shares of the Company's common stock, par value $0.01 per share, at a purchase price to the public of $18.25 per share. Pursuant to the Underwriting Agreement, the Company granted the Underwriters a 30-day option to purchase up to 450,000 additional shares to cover over-allotments, if any, at the price to the public, less the underwriting discount. The Underwriters exercised the over-allotment option on July 16, 2013. The estimated net proceeds to the Company from the offering were approximately $60.0 million, including the net proceeds from the Underwriters' exercise of the over-allotment option and after deducting the underwriting discount and other estimated offering costs. The Company intends to use the net proceeds from the offering to repay borrowings outstanding under its unsecured revolving credit facility, to fund all or a portion of the acquisition of the fee simple interest in its Preston Royal East property, to fund a portion of the acquisition of Woodlake Square from its joint venture partner and two of its advised funds, and for general corporate purposes.

The Company made certain customary representations, warranties and covenants concerning the Company and the registration statement in the Underwriting Agreement and also agreed to indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act of 1933, as amended. The offering closed on July 19, 2013.

Affiliates of PNC Capital Markets LLC and Capital One Securities, Inc., Underwriters in the offering, are lenders under the Company's unsecured revolving credit facility. As such, these affiliates will receive their proportionate shares of repayments of any amount outstanding under the Company's unsecured revolving credit facility out of net proceeds of the offering.

A copy of the Underwriting Agreement is filed herewith as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference. The summary set forth above is qualified in its entirety by reference to Exhibit 1.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.      Description
    1.1          Underwriting Agreement, dated July 16, 2013, by and between AmREIT, Inc.
                 and Jefferies LLC, as representative of the several underwriters named in
                 Schedule I thereto.

    5.1          Opinion of Venable LLP regarding the legality of shares.

   23.1          Consent of Venable LLP (included in Exhibit 5.1).

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