UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On August 16, 2021, Lexington Realty Trust (the “Trust”) entered into an underwriting agreement (the “Underwriting Agreement”), pursuant to which the Trust agreed to sell to J.P. Morgan Securities LLC, Wells Fargo Securities, LLC and each of the other underwriters named in Schedule I thereto (collectively, the “Underwriters”) $400.0 million aggregate principal amount of its 2.375% Senior Notes due 2031 (the “Notes”). The Notes were offered by the Trust at an initial offering price of 99.758% of their face value, to yield 2.402%.
The Underwriting Agreement contains customary representations, warranties, covenants and indemnification provisions. The Notes were sold pursuant to an automatically effective shelf registration statement on Form S-3ASR (File No. 333-253297) filed with the Securities and Exchange Commission on February 19, 2021, relating to the public offering from time to time of certain securities, including the Notes, pursuant to Rule 415 of the Securities Act of 1933, as amended, a preliminary prospectus supplement dated August 16, 2021 and a related final prospectus supplement dated August 16, 2021. The closing of the offering and delivery of the Notes are expected to take place on August 30, 2021, subject to the satisfaction of customary closing conditions.
The proceeds from the offering, after deducting underwriting discounts, but before other offering expenses, are estimated to be approximately $396.4 million. The Trust intends to use the net proceeds from the sale of the Notes to pay down all amounts outstanding under its unsecured revolving credit facility, with the remaining net proceeds to be used to redeem its outstanding 4.25% senior notes due 2023 and for general corporate purposes, including, without limitation, any acquisitions it may identify in the future.
A copy of the Underwriting Agreement is attached to this Current Report on Form 8-K (this “Current Report”) as Exhibit 1.1 and is incorporated herein by reference. The foregoing description of the Underwriting Agreement is qualified in its entirety by reference to the full text of the Underwriting Agreement.
| Item 8.01. | Other Information. |
On August 16, 2021, the Trust issued a press release announcing the pricing of the underwritten transaction described in Item 1.01 above. A copy of the press release is attached to this Current Report as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits |
| (d) | Exhibits |
| 1.1 | Underwriting Agreement, dated August 16, 2021, among the Trust, J.P. Morgan Securities LLC, Wells Fargo Securities, LLC and each of the other underwriters named in Schedule I thereto. |
| 99.1 | Press Release, dated August 16, 2021 |
| 104 | Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Lexington Realty Trust | |||
| Date: August 17, 2021 | By: | /s/ Beth Boulerice | |
| Name: | Beth Boulerice | ||
| Title: | Chief Financial Officer | ||