Obligation Alexandrian Realty 4.5% ( US015271AG44 ) en USD

Alexandrian Realty

100.406 % ▲

Etats-unis

US015271AG44 ( en USD )

4.5% par an ( paiement semestriel )

29/07/2029

Prospectus brochure de l'obligation Alexandria Real Estate US015271AG44 en USD 4.5%, échéance 29/07/2029

/

/

015271AG4

BBB+ ( Qualité moyenne inférieure )

Baa1 ( Qualité moyenne inférieure )

30/07/2025 ( Dans 22 jours )

Alexandria Real Estate Equities, Inc. est une société d'investissement immobilier américain spécialisée dans la propriété, le développement et la gestion de propriétés de recherche scientifique et technologique de haute qualité, principalement situées dans des marchés clés des sciences de la vie aux États-Unis.

L'obligation Alexandria Real Estate (ISIN : US015271AG44, CUSIP : 015271AG4), émise aux États-Unis, affiche actuellement un prix de marché de 100,406 % du nominal, un taux d'intérêt de 4,5 % avec des paiements semestriels, et une maturité fixée au 29 juillet 2029 ; elle bénéficie d'une notation BBB+ de S&P et Baa1 de Moody's.

http://www.sec.gov/Archives/edgar/data/1035443/000104746914006166...
424B5 1 a2220743z424b5.htm 424B5
Use these links to rapidly review the document
TABLE OF CONTENTS
Table of Contents
CALCULATION OF REGISTRATION FEE

Maximum
Maximum
Title of Each Class of Securities
Amount to be
Offering Price Per
Aggregate Offering
Amount of
to be Registered

Registered

Unit

Price

Registration Fee

Alexandria Real Estate
Equities, Inc. 2.750% Senior
Notes due 2020

$400,000,000

99.793%

$399,172,000

$51,413(1)

Alexandria Real Estate
Equities, Inc. 4.500% Senior
Notes due 2029

$300,000,000

99.912%

$299,736,000

$38,606(1)

Alexandria Real Estate
Equities, L.P. Guarantee of
2.750% Notes due 2020

(2)

(2)

(2)

(2)

Alexandria Real Estate
Equities, L.P. Guarantee of
4.500% Notes due 2029

(2)

(2)

(2)

(2)

(1)
The filing fee of $90,019 is calculated in accordance with Rules 457(o) and 457(r) of the Securities Act of 1933, as amended, or
the Act. In accordance with Rules 456(b) and 457(r) of the Act, the registrants initially deferred payment of all of the registration
fees for the Registration Statement filed by the registrants on June 5, 2012.
(2)
No separate consideration will be received for the guarantees. Pursuant to Rule 457(n) under the Act, no separate fee is payable
with respect to the guarantee being registered hereby.
1 of 91
7/14/2014 9:34 AM

http://www.sec.gov/Archives/edgar/data/1035443/000104746914006166...
Table of Contents
Filed Pursuant to Rule 424(b)5
Registration File Nos: 333-181881 and 333-181881-01
PROSPECTUS SUPPLEMENT
(To prospectus dated June 4, 2012)
$400,000,000 2.750% Senior Notes due 2020
$300,000,000 4.500% Senior Notes due 2029
Fully and Unconditionally Guaranteed by Alexandria Real Estate
Equities, L.P.
We are offering $400,000,000 of 2.750% senior notes due 2020 (the "2020 Notes") and $300,000,000 of 4.500% senior notes due
2029 (the "2029 Notes" and, together with the 2020 Notes, the "notes").
The 2020 Notes will bear interest at the rate of 2.750% per year, and the 2029 Notes will bear interest at the rate of 4.500% per year.
Interest on the 2020 Notes is payable on January 15 and July 15 of each year, beginning on January 15, 2015, and interest on the 2029 Notes
is payable on January 30 and July 30 of each year, beginning on January 30, 2015. The 2020 Notes will mature on January 15, 2020, and
the 2029 Notes will mature on July 30, 2029. The notes will be fully and unconditionally guaranteed by our subsidiary, Alexandria Real
Estate Equities, L.P., a Delaware limited partnership. We may redeem some or all of the notes at any time prior to maturity and as described
under the caption "Description of Notes and Guarantee--Our Redemption Rights." If the 2020 Notes are redeemed on or after
December 15, 2019, the redemption price for the 2020 Notes will not include a make-whole provision. If the 2029 Notes are redeemed on
or after April 30, 2029, the redemption price for the 2029 Notes will not include a make-whole provision. We will issue the notes only in
registered form in denominations of $2,000 and integral multiples of $1,000 in excess thereof.
Each series of the notes will be our unsecured senior obligations and will rank equally in right of payment with all of our other
unsecured senior indebtedness from time to time outstanding and will be effectively subordinated in right of payment to all of our existing
and future secured indebtedness and to all existing and future liabilities and preferred equity, whether secured or unsecured, of our
subsidiaries other than Alexandria Real Estate Equities, L.P.
No market currently exists for the notes. We do not intend to list the notes on any national securities exchange.
Investing in our notes involves risks. See "Risk Factors" on page S-6.

Per 2020
Per 2029

Note
Total

Note
Total

Public offering price(1)
99.793%$ 399,172,000 99.912%$ 299,736,000

Underwriting discounts and commissions

0.600%$
2,400,000
0.750%$
2,250,000

Proceeds, before expenses, to us(1)
99.193%$ 396,772,000 99.162%$ 297,486,000

(1)
Plus accrued interest, if any, from the original date of issue.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these
securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation
to the contrary is a criminal offense.
2 of 91
7/14/2014 9:34 AM

http://www.sec.gov/Archives/edgar/data/1035443/000104746914006166...
The underwriters expect to deliver the notes in book-entry form only through the facilities of The Depository Trust Company against
payment on or about July 18, 2014.
J.P. Morgan

Barclays
Goldman, Sachs & Co.
RBC Capital
BBVA
MUFG
Markets

RBS
Scotiabank
BNY Mellon Capital
Capital One Securities
Credit Agricole CIB
Credit Suisse
TD Securities
Markets, LLC
Cowen and Company
HSBC
JMP

PNC Capital Markets LLC
Santander
Securities
The date of this prospectus supplement is July 9, 2014.
3 of 91
7/14/2014 9:34 AM

http://www.sec.gov/Archives/edgar/data/1035443/000104746914006166...
Table of Contents
TABLE OF CONTENTS

Page

Prospectus Supplement

Forward-Looking Statements

ii

Summary
S-1

Risk Factors
S-6

Use of Proceeds
S-9

Capitalization
S-10

Description of Notes and Guarantee
S-11

Federal Income Tax Considerations
S-24

Underwriting (Conflicts of Interest)
S-29

Legal Matters
S-34

Experts
S-34
Prospectus

About this Prospectus

ii

Risk Factors

1

Where You Can Find More Information

1

The Company

3

Securities That May Be Offered

3

Use of Proceeds

4

Consolidated Ratios of Earnings to Fixed Charges and Combined Fixed Charges and Preferred Stock
Dividends

5

Description of Stock

6

Description of Rights

12

Description of Warrants

13

Description of Debt Securities and Related Guarantees

14

Description of Global Securities

20

Provisions of Maryland Law and of Our Charter and Bylaws

23

Federal Income Tax Considerations

27

Plan of Distribution

40

Legal Matters

41
4 of 91
7/14/2014 9:34 AM

http://www.sec.gov/Archives/edgar/data/1035443/000104746914006166...

Experts

41

Forward-Looking Statements

41
You should rely only on the information contained or incorporated by reference in this prospectus supplement and the accompanying
prospectus. We have not, and the underwriters have not, authorized any other person to provide you with any different information. If
anyone provides you with different or inconsistent information, you should not rely on it. We are not, and the underwriters are not, making
an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. You should assume that the information appearing
in this prospectus supplement, the accompanying prospectus and the documents incorporated by reference is accurate only as of their
respective dates. Our business, financial condition, results of operations, and prospects may have changed since those dates.
i
5 of 91
7/14/2014 9:34 AM

http://www.sec.gov/Archives/edgar/data/1035443/000104746914006166...
Table of Contents
FORWARD-LOOKING STATEMENTS
This prospectus supplement and the accompanying prospectus contain or incorporate by reference forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange
Act of 1934, as amended. You can identify the forward-looking statements by their use of forward-looking words, such as "believes,"
"expects," "may," "will," "should," "seeks," "approximately," "intends," "plans," "estimates," or "anticipates," or the negative of those
words or similar words. Forward-looking statements involve inherent risks and uncertainties regarding events, conditions, and financial
trends that may affect our future plans of operation, business strategy, results of operations, and financial position. A number of important
factors could cause actual results to differ materially from those included within or contemplated by the forward-looking statements,
including, but not limited to the following:
·
Worldwide economic recession, lack of confidence, and/or high structural unemployment;
·
Recent financial and economic trouble in emerging-market economies;
·
Negative impact on economic growth resulting from the combination of federal income tax increases, debt policy and
government spending restrictions;
·
Failure of the United States (the "U.S.") federal government to manage its fiscal matters or to raise or further suspend the
debt ceiling, and changes in the amount of federal debt;
·
Potential and further downgrade of the U.S. credit rating;
·
The continuation of the ongoing economic crisis in Europe;
·
Monetary policy actions by the Federal Reserve;
·
Potential and further downgrades of the credit ratings of major financial institutions, or their perceived creditworthiness;
·
Changes in laws, regulations, and financial accounting standards;
·
The seizure or illiquidity of credit markets;
·
Failure to meet market expectations for our financial performance;
·
Our inability to obtain capital (debt, construction financing, and/or equity) or refinance debt maturities;
·
Potential negative impact of capital plan objectives to reduce our balance sheet leverage;
·
Our inability to comply with financial covenants in our debt agreements;
·
Increased interest rates and operating costs;
·
Financial, banking, and credit market conditions;
·
Inflation or deflation;
·
Prolonged period of stagnant growth;
·
Adverse economic or real estate developments in our markets;
·
Our failure to successfully complete and lease our existing space held for redevelopment and new properties acquired for
that purpose and any properties undergoing development;
·
Significant decreases in our active development, active redevelopment, or preconstruction activities, resulting in significant
increases in our interest, operating, and payroll expenses;
6 of 91
7/14/2014 9:34 AM

http://www.sec.gov/Archives/edgar/data/1035443/000104746914006166...
ii
7 of 91
7/14/2014 9:34 AM

http://www.sec.gov/Archives/edgar/data/1035443/000104746914006166...
Table of Contents
·
Our failure to successfully operate or lease acquired properties;
·
The nature and extent of future competition;
·
General and local economic conditions;
·
Adverse developments concerning the life science industry and/or our life science client tenants;
·
Client tenant base concentration within the life science industry;
·
Risks affecting our life science industry client tenants, including, but not limited to, high levels of regulation, the safety and
efficacy of their products, funding requirements for product research and development, and changes in technology, patent
expiration and intellectual property protection;
·
Potential decreases in government funding for our U.S. government client tenants;
·
Government-driven changes to the healthcare system that may reduce pricing of drugs, negatively impact healthcare
coverage, or negatively impact reimbursement of healthcare services and products;
·
Potential decreases in U.S. National Institute of Health funding;
·
Lower rental rates and/or higher vacancy rates;
·
Failure to renew or replace expiring leases;
·
Defaults of leases by client tenants;
·
Our failure to comply with laws or changes in the law;
·
Compliance with environmental laws;
·
The financial condition of our insurance carriers;
·
Extreme weather conditions or climate change;
·
Terrorist attacks;
·
Availability of and our ability to attract and retain qualified personnel;
·
Our failure to maintain our status as a real estate investment trust ("REIT") for federal tax purposes;
·
Certain ownership interests outside the U.S. that may subject us to different or greater risks than those associated with our
domestic operations;
·
Fluctuations in foreign currency exchange rates;
·
Security breaches through cyber-attacks or cyber-intrusions; and
·
Changes in the method of determining the London Interbank Offered Rate.
This list of risks and uncertainties is not exhaustive. For a discussion of these and other factors that could cause actual results to differ
from those contemplated in the forward-looking statements, please see the discussion under "Risk Factors" contained in this prospectus
supplement and the other information contained in our publicly available filings with the Securities and Exchange Commission, including
our Annual Report on Form 10-K for the fiscal year ended December 31, 2013, and our Quarterly Report on Form 10-Q for the quarterly
period ended March 31, 2014. We do not undertake any responsibility to update any of these factors or to announce publicly any revisions
to forward-looking statements, whether as a result of new information, future events, or otherwise.
8 of 91
7/14/2014 9:34 AM

http://www.sec.gov/Archives/edgar/data/1035443/000104746914006166...
iii
9 of 91
7/14/2014 9:34 AM

http://www.sec.gov/Archives/edgar/data/1035443/000104746914006166...
Table of Contents

SUMMARY
The following summary may not contain all of the information that is important to you. You should read this entire prospectus
supplement, the accompanying prospectus, and the documents incorporated by reference into the accompanying prospectus carefully
before deciding whether to invest in the notes. In this prospectus supplement and the accompanying prospectus, unless otherwise
indicated, the "Company," "Alexandria," "we," "us," and "our" refer to Alexandria Real Estate Equities, Inc. and its subsidiaries, and
"GAAP" refers to accounting principles generally accepted in the United States. Unless otherwise indicated, the information in this
prospectus supplement is as of March 31, 2014.
Alexandria Real Estate Equities, Inc.
Overview
With a total market capitalization of almost $9 billion as of March 31, 2014, and an asset base of 31.2 million square feet, including
17.7 million rentable square feet of operating and current value-creation projects, as well as an additional 13.5 million square feet in futur
ground-up development projects, we are the largest and leading REIT uniquely focused on Class A assets in collaborative science and
technology campuses located in urban innovation clusters. We pioneered this niche in 1994 and have since established a dominant market
presence in AAA locations including Greater Boston, the San Francisco Bay Area, New York City, Seattle, San Diego, Maryland, and
Research Triangle Park. We are known for our high-quality and diverse client tenant base. As the Landlord of Choice to the Life Science
Industry®, approximately 52% of our total annualized base rent results from investment-grade client tenants (an industry-leading
percentage). We have a longstanding and proven track record of developing Class A assets clustered in urban collaborative science and
technology campuses that provide our client tenants with a highly collaborative, 24/7, live/work/play environment, as well as the critical
ability to successfully recruit and retain best-in-class talent. We believe these advantages result in higher occupancy levels, longer lease
terms, higher rental income, higher returns, and greater long-term asset value.
Our primary business objective is to maximize long-term asset value based on a multifaceted platform of internal and external growth
The key elements of our strategy include (i) a consistent focus on Class A collaborative science and technology campuses in urban
innovation clusters adjacent to or in close proximity to leading science and technology institutions that drive innovation and growth within
each cluster; (ii) utilizing our deep real estate relationships and world-class platform and network in order to develop, acquire, and lease
real estate focused on science and technology tenants; (iii) drawing upon our broad and meaningful science relationships to attract new and
leading client tenants; and (iv) solid and flexible capital structure to enable stable growth.

S-1
10 of 91
7/14/2014 9:34 AM