Tender Early Total
Principal Acceptance Offer Tender Consider-
CUSIP Amount Priority Consider- Premium ation
Title of Notes Number Outstanding Level ation (1) (1) (1)(2)
--------- ------------ ------- --------- ------- ---------
Any and All
Tender Offer
7.75% Senior
Notes due
2009 26441YAC1 $121,440,000 N/A $1,010.55 N/A N/A
5.25% Senior
Notes due
2010 26441YAE7 157,728,000 N/A 1,012.50 N/A N/A
Maximum Tender
Offer
6.95% Senior
Notes due
2011 26441YAD9 $156,815,000 1 $1,012.50 $30.00 $1,042.50
5.625% Senior
Notes due
2011 26441YAL1 218,347,000 2 998.75 30.00 1,028.75
5.875% Senior
Notes due
2012 264411AB5 150,000,000 3 997.50 30.00 1,027.50
5.45% Senior
Notes due
2012 26441QAD6 50,000,000 4 983.75 30.00 1,013.75
--------------------------------------------------
(1) Per $1,000 principal amount of Notes tendered.
(2) Includes Early Tender Premium.
The consideration for each $1,000 principal amount of each series of
securities validly tendered and accepted for purchase pursuant to the
Tender Offers will be the applicable consideration for such series of
securities set forth in the table above (with respect to each series, the
"Tender Offer Consideration"). Holders of Any and All Notes that are
validly tendered at or prior to the Any and All Notes Expiration Date and
are accepted for purchase will receive the applicable Tender Offer
Consideration. Holders of Maximum Tender Offer Notes that are validly
tendered at or prior to 5:00 p.m., New York City time, on September 14,
2009 (as it may be extended, the "Early Tender Date") and accepted for
purchase will receive the Tender Offer Consideration for such series, plus
the applicable early tender premium set forth in the table above (the
"Early Tender Premium" and, together with the Tender Offer Consideration,
the "Total Consideration"). Holders of Maximum Tender Offer Notes tendered
after the Early Tender Date but before the Maximum Tender Offer Expiration
Date and accepted for purchase will receive the applicable Tender Offer
Consideration, but not the Early Tender Premium.
Payments for securities purchased will include accrued and unpaid interest
from and including the last interest payment date applicable to the
relevant series of securities up to, but not including, the applicable
settlement date. The settlement dates are expected to be one business day
following the expiration date of the applicable Tender Offers.
The amount of Maximum Tender Offer Notes that are purchased in the Maximum
Tender Offer will be determined in accordance with the priorities
identified in the column "Acceptance Priority Level" as set forth in the
table above. If the aggregate Total Consideration and Tender Offer
Consideration with respect to all Maximum Tender Offer Notes that are
validly tendered exceeds the Maximum Payment Amount, the Maximum Tender
Offer Notes will be purchased in accordance with the acceptance priority
level (in numerical priority order) as set forth in the table above.
Maximum Tender Offer Notes may not be withdrawn from the Maximum Tender
Offer after 5:00 p.m., New York City time, on September 14, 2009 and Any
and All Notes may not be withdrawn from the Any and All Tender Offer,
unless, in either case, the Operating Partnership (x) amends the terms of
the applicable Tender Offer to (i) decrease the amount of the applicable
Total Consideration or the Tender Offer Consideration or (ii) decrease the
applicable maximum aggregate amount of Notes it is seeking to repurchase or
(y) is otherwise required by law to permit withdrawal, in which case
withdrawal rights will be extended as the Operating Partnership determines
appropriate to allow tendering Holders a reasonable opportunity to respond
to such amendment, or as otherwise required by law. In the event of a
termination of a Tender Offer, the securities tendered pursuant to that
Tender Offer will be promptly returned.
The Operating Partnership's obligation to accept for payment and to pay for
the securities in any of the Tender Offers is subject to the satisfaction
or waiver of a number of conditions. The Tender Offers are not, however,
conditioned on any minimum amount of securities being tendered.
The complete terms and conditions of the tender offers are set forth in the
Offer to Purchase and Letter of Transmittal. Holders are urged to read the
Tender Offer documents carefully before making any decision with respect to
the Tender Offer. Copies of the Offer to Purchase and Letter of Transmittal
may be obtained from D.F. King & Co., Inc., the Information Agent for the
Tender Offer, at (800) 848-3416 (toll-free) or (212) 269-5550 (collect).
Questions regarding the Tender Offer may be directed to Wells Fargo
Securities, dealer manager for the Tender Offers, at (866) 309-6316
(toll-free) or (704) 715-8341 (collect).
This press release is neither an offer to purchase nor a solicitation of an
offer to sell any of the securities. The Operating Partnership is making
the Tender Offer only by, and pursuant to the terms of, the Offer to
Purchase and the related Letter of Transmittal. The Tender Offer is not
being made in any jurisdiction in which the making or acceptance thereof
would not be in compliance with the securities, blue sky or other laws of
such jurisdiction. None of the Operating Partnership, Duke Realty
Corporation, the Depositary and Information Agent, the Dealer Manager or
the trustee with respect to the securities, or any of our or their
respective affiliates, makes any recommendation as to whether Holders
should tender or refrain from tendering, all or any portion of their
securities in response to the applicable Tender Offer.
About Duke Realty Corporation
Duke Realty Corporation owns and operates approximately 136 million
rentable square feet of industrial and office space in 20 U.S. cities. Duke
Realty Corporation is publicly traded on the NYSE under the symbol DRE and
is listed on the S&P MidCap 400 Index. More information about Duke is
available at www.dukerealty.com.
Cautionary Notice Regarding Forward-Looking Statements
This news release may contain forward-looking statements within the meaning
of the federal securities laws. All statements, other than statements of
historical facts, including, among others, statements regarding the
company's future financial position, projected financing sources, future
transactions with joint venture partners, future dividends, and future
performance, are forward-looking statements. Those statements include
statements regarding the intent, belief or current expectations of the
company, members of its management team, as well as the assumptions on
which such statements are based, and generally are identified by the use of
words such as "may," "will," "seeks," "anticipates," "believes,"
"estimates," "expects," "plans," "intends," "should," or similar
expressions. Forward-looking statements are not guarantees of future
performance and involve risks and uncertainties that actual results may
differ materially from those contemplated by such forward-looking
statements. Many of these factors are beyond the company's abilities to
control or predict. Such factors include, but are not limited to, (i)
general adverse economic and local real estate conditions, including the
current economic recession; (ii) the inability of major tenants to continue
paying their rent obligations due to bankruptcy, insolvency or a general
downturn in their business; (iii) financing risks, such as the inability to
obtain equity, debt or other sources of financing or refinancing on
favorable terms, if at all; (iv) the company's ability to raise capital by
selling its assets; (v) changes in governmental laws and regulations; (vi)
the level and volatility of interest rates and foreign currency exchange
rates; (vii) valuation of joint venture investments, (viii) valuation of
marketable securities and other investments; (ix) increases in operating
costs; (x) changes in the dividend policy for the company's common stock;
(xi) the reduction in the company's income in the event of multiple lease
terminations by tenants; and (xii) impairment charges. Additional
information concerning factors that could cause actual results to differ
materially from those forward-looking statements is contained from time to
time in the company's filings with the Securities and Exchange Commission.
The company refers you to the section entitled "Risk Factors" contained in
the company's Annual Report on Form 10-K for the year ended December 31,
2008. Copies of each filing may be obtained from the company or the
Securities and Exchange Commission.
The risks included here are not exhaustive and undue reliance should not be
placed on any forward-looking statements, which are based on current
expectations. All written and oral forward-looking statements attributable
to the company, its management, or persons acting on their behalf are
qualified in their entirety by these cautionary statements. Further,
forward-looking statements speak only as of the date they are made, and the
company undertakes no obligation to update or revise forward-looking
statements to reflect changed assumptions, the occurrence of unanticipated
events or changes to future operating results over time unless otherwise
required by law.
Contact Information: Contact Information: Media: Jim Bremner 317.808.6920 jim.bremner@dukerealty.com Investors: Randy Henry 317.808.6060 randy.henry@dukerealty.com