Item 8.01 Other Events
As previously announced on June 14, 2021, Alexandria Real Estate Equities, Inc.
(the "Company") entered into (a) forward sale agreements with each of Royal Bank
of Canada ("RBC"), Bank of America, N.A. ("BofA"), Citibank, N.A. ("Citibank"),
Goldman Sachs & Co. LLC ("Goldman Sachs"), and JPMorgan Chase Bank, National
Association, ("JPMC") (the "Forward Sale Agreements"), and (b) an underwriting
agreement by and among the Company, RBC Capital Markets, LLC (in its capacity as
an agent and affiliate of RBC, as forward purchaser), BofA Securities, Inc.
("BofA Securities") (in its capacity as an agent and affiliate of BofA, as
forward purchaser), Citigroup Global Markets Inc. ("CGMI") (in its capacity as
an agent and affiliate of Citibank, as forward purchaser), Goldman Sachs, and
J.P. Morgan Securities LLC ("J.P. Morgan Securities") (in its capacity as an
agent and affiliate of JPMC, as forward purchaser), each in its capacity as a
forward seller, and RBC Capital Markets, LLC, BofA Securities, CGMI, Goldman
Sachs, and J.P. Morgan Securities as representatives of the several underwriters
named therein (collectively, the "Underwriters"), relating to the issuance and
sale of up to 8,050,000 shares of the Company's common stock at a public
offering price of $184.00 per share, including an option to purchase up to
1,050,000 additional shares of the Company's common stock ("Option"). The sale
of 7,000,000 shares of the Company's stock closed on June 17, 2021.
On June 18, 2021, the Company issued a press release announcing that the
Underwriters exercised their Option in full for an additional 1,050,000 shares
of the Company's common stock at a public offering price of $184.00 per share.
In connection with the Option, the Company entered into amendments to the
Forward Sale Agreements, each dated June 22, 2021, with each of RBC, BofA,
Citibank, Goldman Sachs and JPMC. The sale of 1,050,000 shares of the Company's
stock pursuant to the Option closed on June 22, 2021. A copy of the press
release is attached hereto as Exhibit 99.1.
All shares were offered by the Company pursuant to an effective shelf
registration statement on Form S-3 on file with the Securities and Exchange
Commission. Copies of the Forward Sale Agreements and amendments to the Forward
Sale Agreements are attached as Exhibits 1.1 through 1.10 to this Current Report
on Form 8-K and are incorporated herein by reference. The summary set forth
above is qualified in its entirety by reference to such exhibits.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
1.1 Confirmation of Registered Forward Transaction, dated June 14, 2021, by
and between the Company and Royal Bank of Canada (incorporated by
reference from the Company's Current Report on Form 8-K filed on June 17,
2021).
1.2 Confirmation of Registered Forward Transaction, dated June 14, 2021, by
and between the Company and Bank of America, N.A. (incorporated by
reference from the Company's Current Report on Form 8-K filed on June 17,
2021).
1.3 Confirmation of Registered Forward Transaction, dated June 14, 2021, by
and between the Company and Citibank, N.A. (incorporated by reference
from the Company's Current Report on Form 8-K filed on June 17, 2021).
1.4 Confirmation of Registered Forward Transaction, dated June 14, 2021, by
and between the Company and Goldman Sachs & Co. LLC (incorporated by
reference from the Company's Current Report on Form 8-K filed on June 17,
2021).
1.5 Confirmation of Registered Forward Transaction, dated June 14, 2021, by
and between the Company and JPMorgan Chase Bank, National Association
(incorporated by reference from the Company's Current Report on Form 8-K
filed on June 17, 2021).
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1.6 Amendment to Confirmation of Registered Forward Transaction, dated
June 18, 2021, by and between the Company and Royal Bank of Canada.
1.7 Amendment to Confirmation of Registered Forward Transaction, dated
June 18, 2021, by and between the Company and Bank of America, N.A.
1.8 Amendment to Confirmation of Registered Forward Transaction, dated June
18, 2021, by and between the Company and Citibank, N.A.
1.9 Amendment to Confirmation of Registered Forward Transaction, dated June
18, 2021, by and between the Company and Goldman Sachs & Co. LLC.
1.10 Amendment to Confirmation of Registered Forward Transaction, dated
June 18, 2021, by and between the Company and JPMorgan Chase Bank,
National Association.
99.1 Press Release, dated June 22, 2021.
104 Cover Page Interactive Data File (embedded within the online XBRL document).
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