Colonial Properties Trust Announces Major Joint Venture Agreements for Office and Retail Assets.-- Transaction Value for the Office and Retail Joint Ventures and Retail Sales Expected to Top $1.7 Billion -- -- Shareholders Projected to Receive Special Dividend of Approximately $10.75 Per Share -- BIRMINGHAM, Ala. -- Colonial Properties Trust (NYSE NYSE See: New York Stock Exchange :CLP 1. CLP - Cornell List Processor. 2. CLP - Constraint Logic Programming. ), a multifamily-focused real estate investment trust (REIT REIT See: Real Estate Investment Trust REIT See real estate investment trust (REIT). ) with extensive development and management capabilities, today announced that the company has signed agreements to contribute its interest in 26 office properties and 11 retail properties into two separate joint venture (JV) partnerships. The company expects the transaction value from these two joint ventures and other anticipated outright sales of retail assets to exceed $1.7 billion. As part of these agreements, Colonial Properties will retain a 15 percent minority interest in each of the joint ventures, as well as the management and leasing responsibilities for the properties, while the joint venture partners will hold the remaining 85 percent interest. As a result of these transactions, Colonial Properties anticipates common shareholders will receive a special dividend of approximately $10.75 per common share, pending approval by the Colonial Properties Board of Trustees board of trustees Politics The posse of thugs who oversee an institution's administration. See Board of directors. . Reynolds Thompson, Chief Executive Officer of Colonial Properties said, "These exciting new agreements complete the execution of our long-term strategy to become a multifamily-focused REIT. Concentrating resources primarily on our multifamily business, positions us to benefit from strong multifamily fundamentals and a robust development pipeline. We will retain our mixed-use and commercial expertise and add value to the company through these activities. We believe this strategy capitalizes on our strengths and will benefit the company, our shareholders and our new joint venture partners." The joint venture partner for the office assets is a fund advised by DRA DRA Delta Regional Authority DRA Developmental Reading Assessment (educational test) DRA Division of Ratepayer Advocates (California) DRA Data Research Associates DRA Directory and Resource Administrator Advisors LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control (DRA), and the joint venture partner for the retail assets is OZRE Retail, LLC (Och-Ziff). DRA will purchase Colonial Properties Trust's interest in the office joint venture based on a portfolio value of $1.13 billion, at a capitalization rate Capitalization Rate According to the Appraisal Institute, it is a method used to convert an estimate of a single year's income expectancy into an indication of value in one direct step, by dividing the income estimate by an appropriate rate. of 6.9 percent based on the trailing twelve month net operating income Operating Income The profit realized from a business' own operations. Notes: This would not include income from things such as investments in other firms. Also referred to as operating profit or recurring profit. (NOI NOI Net Operating Income NOI Notice of Intent NOI Nation of Islam NOI Notice of Inquiry NOI Neuro Orthopaedic Institute NOI New Organizing Institute NOI Notice of Interest NOI No Offense Intended NOI National Olympiad in Informatics ). The office joint venture is composed of 6.9 million square feet of Class A suburban office assets and two adjoining retail centers located in strong suburban office markets in the Sunbelt region. Currently, 93.7 percent of the total space is leased. Och-Ziff will purchase Colonial Properties Trust's interest in the retail joint venture based on a portfolio value of $360 million, at a capitalization rate of 6.6 percent based on the trailing twelve month NOI. The retail joint venture is composed of 2.7 million square feet of retail properties located in Florida, Alabama, Texas and Georgia. The retail properties are currently 95.1 percent occupied. Thompson said, "We are enthusiastic about working with such well-respected joint venture partners. As a result of these new relationships, we expect to realize a stable stream of joint venture income, as well as increased access to future investment opportunities." Colonial Properties is also actively marketing 13 additional retail assets, consisting of 3.0 million square feet of regional malls and grocery-anchored neighborhood centers, and it intends to sell these assets outright. During 2007, the company sold three retail assets consisting of 0.3 million square feet for $33.1 million. The company expects total proceeds from the outright retail asset sales to be approximately $265 million. "As a result of these collective transactions, we expect 75 - 80 percent of our NOI to be derived from our multifamily operations, compared with 50 percent prior to the transactions," said Weston Andress, the company's president and chief financial officer. "Once these transactions are complete, we will be well positioned for higher growth by focusing on our core multifamily business, while still leveraging our mixed-use and commercial development, leasing and management expertise to drive additional long-term value for our shareholders." Colonial Properties expects to pay a special cash distribution of approximately $10.75 per common share (CUSIP CUSIP See: Committee on Uniform Securities Identification Procedures CUSIP See Committee on Uniform Securities Identification Procedures. #195872106), representing an aggregate distribution of approximately $500 million as soon as practicable after the closing of the transactions. As stated above, this distribution is subject to approval by the Colonial Properties Trust Board of Trustees. The remaining proceeds will be used to reduce the company's outstanding debt. As a result of these transactions, Colonial Properties expects to reduce its annualized annualized Of or relating to a variable that has been mathematically converted to a yearly rate. Inflation and interest rates are generally annualized since it is on this basis that these two variables are ordinarily stated and compared. dividend rate from $2.72 per common share to approximately $2.05-$2.15 per common share, beginning with Colonial's third quarter dividend. Quarterly dividends are also subject to approval by the Colonial Properties Board of Trustees. During the second quarter of 2007, the company expects to record one-time charges to net approximately $0.30 - $0.35 per fully diluted earnings per share diluted earnings per share An earnings measure calculated by dividing net income less preferred stock dividends for a period by the average number of shares of common stock that would be outstanding if all convertible securities were converted into shares of (EPS (Encapsulated PostScript) A PostScript file format used to transfer a graphic image between applications and platforms. EPS files contain PostScript code as well as an optional preview image in TIFF, WMF, PICT or EPSI, the latter being an ASCII-only format. ) and Funds from Operations Funds From Operations (FFO) Used by real estate and other investment trusts to define the cash flow from trust operations; earnings with depreciation and amortization added back. per share (FFOPS FFOPS Funds from Operations Per Share (financial term) ). The charges relate primarily to the prepayment penalties on mortgage debt on various properties that are expected to be repaid with the proceeds from the joint venture and retail sale transactions, and other charges, which are expected to be partially offset by the write-off of mark-to-market intangibles on the associated mortgages repaid. Any gains or losses on the sales of real estate will have an impact on net income, which may be material, but will not have an impact on Funds from Operations (FFO FFO See: Funds from operations ), since those amounts are not added back in the calculation of FFO. Any impairments of real estate will negatively impact both net income and FFO, which may be material. Also, as a result of these transactions and the pay down of outstanding indebtedness, the company's total debt plus its preferred/undepreciated book value ratio is expected to improve upon closing of these transactions to approximately 54 percent from 58 percent. The joint venture transactions, which have been approved by the Colonial Properties Board of Trustees, are subject to customary closing conditions; therefore, no assurance can be made that these transactions will be consummated. The company expects the joint venture transactions to close during the second quarter of 2007. Wachovia Capital Markets, LLC is serving as financial advisors in these transactions. Additional details regarding the joint venture and retail asset sale transactions and the implementation of the company's multifamily strategy are available on the company's website at www.colonialprop.com under "Investor Services: General Information: Presentations". About Colonial Properties Trust Colonial Properties Trust is a multifamily-focused real estate investment trust (REIT), which creates additional value for its shareholders by managing commercial assets through joint venture partnerships and by aggressively pursuing development opportunities. As of December 31, 2006, the company owned or managed 39,104 apartment units, 17.6 million square feet of office space and 12.1 million square feet of retail shopping space located in key Sunbelt states from Virginia to California. Headquartered in Birmingham, Ala., Colonial Properties is listed on the New York Stock Exchange New York Stock Exchange (NYSE) World's largest marketplace for securities. The exchange began as an informal meeting of 24 men in 1792 on what is now Wall Street in New York City. under the symbol CLP and is included in the S&P SmallCap 600 Index. For more information, visit www.colonialprop.com. About DRA Advisors LLC DRA Advisors LLC is a New York-based registered investment advisor Registered Investment Advisor (RIA) is a designation obtainable in the United States by an individual who has registered with the U.S. Securities and Exchange Commission or state regulatory agency (where the primary business is situated or multiple States in some cases) in specializing in real estate investment management services for institutional and private investors, including pension funds, university endowments, foundations, and insurance companies. Founded in 1986, the firm currently manages over $8 billion in assets, including 500 individual office, retail, multifamily and industrial properties. Additional information about DRA can be found on the company's website at www.draadvisors.com. About OZRE Retail, LLC OZRE Retail, LLC is held by affiliates of Och-Ziff Real Estate Acquisitions, LLC and Colonial Norge, Inc. Och-Ziff Real Estate was co-founded by Och-Ziff Capital Management, a global institutional asset management firm, Stavros P. Galiotos and Steven E. Orbuch to make investments in real estate and real estate related assets. Messrs. Galiotos and Orbuch have invested over $3 billion in real estate assets including office, industrial, multifamily, senior housing, hotel, and retail properties within and outside the United States. Norge Churchill, Inc. is owned via investment vehicles by the clients of Acta Holding ASA Asa (ā`sə), in the Bible, king of Judah, son and successor of Abijah. He was a good king, zealous in his extirpation of idols. When Baasha of Israel took Ramah (a few miles N of Jerusalem), Asa bought the help of Benhadad of Damascus and . Acta Holding ASA is listed on the Oslo Stock Exchange Oslo Stock Exchange An exchange founded in 1819 and trading stocks, bonds, and stock options that is considered the options market of Norway. and has approximately NOK NOK In currencies, this is the abbreviation for the Norwegian Krone. Notes: The currency market, also known as the Foreign Exchange market, is the largest financial market in the world, with a daily average volume of over US $1 trillion. 70 billion of assets under management Assets Under Management (AUM) is a term used by financial services companies in the mutual fund and money management or investment management business to gauge how much money they are managing. for 73,000 clients. Safe Harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. Statement "Safe Harbor" Statement under the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995: Estimates of future earnings are, by definition, and certain other statements (including statements regarding the company's ability to complete and successfully implement the joint venture transactions and complete the retail asset sale transactions, including the timing of those transactions) in this press release may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and involve known and unknown risks, uncertainties and other factors that may cause the company's actual results, performance, achievements or transactions to be materially different from the results, performance, achievements or transactions expressed or implied by the forward looking statements. Factors that impact such forward looking statements include, among others, real estate conditions and markets; performance of affiliates or companies in which we have made investments; legislative or regulatory decisions; our ability to continue to maintain our status as a REIT for federal income tax purposes; our ability to successfully close previously announced transactions; the effect of any rating agency action; 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 ge·o·pol·i·tics n. (used with a sing. verb) 1. The study of the relationship among politics and geography, demography, and economics, especially with respect to the foreign policy of a nation. 2. a. 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 press release. 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, 2006, 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. |
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