Obligation Federated Realty Investments 3% ( US313747AS60 ) en USD

Federated Realty Investments

100 % ▼

Etas-Unis

US313747AS60 ( en USD )

3% par an ( paiement semestriel )

31/07/2022 - Obligation échue

Prospectus brochure de l'obligation Federal Realty Investment US313747AS60 en USD 3%, échue

1 000 USD

250 000 000 USD

313747AS6

N/A

Federal Realty Investment Trust est une société de placement immobilier américaine spécialisée dans la propriété, la gestion et le développement de centres commerciaux de proximité et de propriétés de détail de haute qualité, principalement situés dans des marchés métropolitains de la côte Est des États-Unis.

L'Obligation émise par Federated Realty Investments ( Etas-Unis ) , en USD, avec le code ISIN US313747AS60, paye un coupon de 3% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 31/07/2022

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Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-181236
CALCULATION OF REGISTRATION FEE

Proposed
Proposed
Amount
Maximum
Maximum
Amount of
Title of Each Class of
to be
Offering
Aggregate Offering
Registration
Securities to be Registered

Registered

Price Per Unit

Price

Fee(1)
3.00% Notes due 2022

--

--

$250,000,000

$28,650

(1)This filing fee is calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended (the "Securities Act"),
and relates to the Registration Statement on Form S-3 (No. 333-181236) filed on May 8, 2012 (the "Registration Statement"). In
accordance with Rules 456(b) and 457(r) under the Securities Act, the registrant deferred payment of the registration fee for the
Registration Statement.
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PROSPECTUS SUPPLEMENT
(TO PROSPECTUS DATED MAY 8, 2012)

3.00% Notes due 2022

The notes offered by this prospectus supplement will bear interest at the rate of 3.00% per year. Interest on the notes will be
payable on February 1 and August 1 of each year, beginning on February 1, 2013. The notes will mature on August 1, 2022. We may
redeem some or all of the notes at any time before maturity. The redemption prices are discussed under the caption "Description of
Notes -- Optional Redemption."
The notes will be our senior unsecured obligations and will rank equally with all of our other senior unsecured indebtedness.
The notes will be effectively subordinated to the prior claims of each secured mortgage lender to any specified property that secures
such lender's mortgage and to all of the unsecured indebtedness of our subsidiaries.
The notes will not be listed on any securities exchange. There is currently no public market for the notes.
Investing in the notes involves risks. See "Risk Factors" beginning on page S-6 of this prospectus
supplement, on page 3 of the accompanying prospectus and in our Annual Report on Form 10-K for the
year ended December 31, 2011, filed with the Securities and Exchange Commission, or the SEC, on
February 16, 2012.

Per Note
Total

Public offering price (1)

98.743%
$246,857,500
Underwriting discount

0.650%
$ 1,625,000
Proceeds, before expenses, to us (1)

98.093%
$245,232,500
(1) Plus accrued interest from July 19, 2012, if settlement occurs after that date.
The underwriters expect to deliver the notes to purchasers in book-entry only form through the facilities of The Depository Trust
Company on or about July 19, 2012.
Neither the SEC 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.

Joint Book-Running Managers

Co-Managers
PNC Capital Markets LLC
Capital One Southcoast
Deutsche Bank Securities
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Raymond James
SunTrust Robinson Humphrey
TD Securities
US Bancorp
The date of this prospectus supplement is July 16, 2012.
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TABLE OF CONTENTS
Prospectus Supplement

Page
About this Prospectus Supplement
ii

Cautionary Statement Concerning Forward-Looking Statements
iii

Prospectus Supplement Summary
S-1

Risk Factors
S-6

Use of Proceeds
S-8

Description of Notes
S-9

Additional Material Federal Income Tax Considerations
S-17
Underwriting (Conflicts of Interest)
S-22
Experts
S-24
Legal Matters
S-24
Prospectus

Page
About this Prospectus

1

Forward-Looking Statements

1

Prospectus Summary

2

Risk Factors

3

Use of Proceeds

3

Description of Debt Securities

4

Description of Shares of Beneficial Interest

17
Material Federal Income Tax Considerations

32
Plan of Distribution

51
Legal Matters

53
Experts

53
Where You Can Find More Information

53
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ABOUT THIS PROSPECTUS SUPPLEMENT
You should read this prospectus supplement along with the accompanying prospectus, as well as the information contained or
incorporated by reference herein and therein, carefully before you invest in the notes. These documents contain important information
you should consider before making your investment decision. This prospectus supplement and the accompanying prospectus contain
the terms of this offering of notes. The accompanying prospectus contains information about our securities generally, some of which
does not apply to the notes covered by this prospectus supplement. This prospectus supplement may add, update or change
information contained in or incorporated by reference in the accompanying prospectus. If the information in this prospectus
supplement is inconsistent with any information contained in or incorporated by reference in the accompanying prospectus, the
information in this prospectus supplement will apply and will supersede the inconsistent information contained in or incorporated by
reference in the accompanying prospectus.
It is important for you to read and consider all information contained or incorporated by reference in this prospectus supplement
and the accompanying prospectus in making your investment decision. You should also read and consider the additional information
incorporated by reference in this prospectus supplement and the accompanying prospectus. See "Where You Can Find More
Information" in the accompanying prospectus.
References to "we," "us," "our," "our company" or "ours" refer to Federal Realty Investment Trust and its directly and
indirectly owned subsidiaries, unless the context otherwise requires. The term "you" refers to a prospective investor.
You should rely only on the information contained in or incorporated by reference in this prospectus supplement, the
accompanying prospectus and any related free writing prospectus required to be filed with the SEC. Neither we nor the
underwriters have authorized any other person to provide you with additional or different information. If anyone provides you
with additional or different information, you should not rely on it. Neither we nor the underwriters are making an offer to sell
the notes 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, any such free writing prospectus and the documents incorporated by
reference herein and therein is accurate only as of their respective dates. Our business, financial condition, liquidity, results of
operations and prospects may have changed since those dates.

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CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS
This prospectus supplement, the accompanying prospectus and the documents incorporated by reference in this prospectus
supplement and the accompanying prospectus contain statements that are not based on historical facts, including statements or
information with words such as "may," "will," "could," "should," "plans," "intends," "expects," "believes," "estimates,"
"anticipates," "continues" and other similar words. These statements constitute forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, or the Act, Section 21E of the Securities Exchange Act of 1934, as amended,
or the Exchange Act, and the Private Securities Litigation Reform Act of 1995. In particular, the risk factors included and
incorporated by reference in this prospectus supplement and the accompanying prospectus describe forward-looking information. The
risk factors, including those contained on page S-5 of this prospectus supplement, on page 3 of the accompanying prospectus and in
our Annual Report on Form 10-K for the year ended December 31, 2011, filed with the SEC on February 16, 2012, describe risks that
may affect these statements but are not all-inclusive, particularly with respect to possible future events. Many things can happen that
can cause actual results to be different from those we describe. These factors include, but are not limited to:

·
risks that our tenants may not pay rent, may vacate early or may file for bankruptcy, or that we may be unable to renew

leases or re-let space at favorable rents as leases expire;

·
risks that we may not be able to proceed with or obtain necessary approvals for any redevelopment or renovation project,

and that completion of anticipated or ongoing property redevelopment or renovation projects that we do pursue may cost
more, take more time to complete or fail to perform as expected;

·
risk that we are investing a significant amount in ground-up development projects that may be dependent on third parties to

deliver critical aspects of certain projects, requires spending a substantial amount upfront in infrastructure, and assumes
receipt of public funding which has been committed but not entirely funded;

·
risks normally associated with the real estate industry, including risks that:

·
occupancy levels at our properties and the amount of rent that we receive from our properties may be lower than

expected,

·
new acquisitions may fail to perform as expected,

·
competition for acquisitions could result in increased prices for acquisitions,

·
environmental issues may develop at our properties and result in unanticipated costs, and

·
because real estate is illiquid, we may not be able to sell properties when appropriate;

·
risks that our growth will be limited if we cannot obtain additional capital;

·
risks associated with general economic conditions, including local economic conditions in our geographic markets;

·
risks of financing, such as our ability to consummate additional financings or obtain replacement financing on terms which

are acceptable to us, our ability to meet existing financial covenants and the limitations imposed on our operations by those
covenants, and the possibility of increases in interest rates that would result in increased interest expense; and

·
risks related to our status as a real estate investment trust, commonly referred to as a REIT, for federal income tax

purposes, such as the existence of complex tax regulations relating to our status as a REIT, the effect of future changes in
REIT requirements as a result of new legislation, and the adverse consequences of the failure to qualify as a REIT.
Given these uncertainties, readers are cautioned not to place undue reliance on these forward-looking statements or those
contained in or incorporated by reference in this prospectus supplement and the accompanying prospectus. We also make no promise
to update any of the forward-looking statements, or to publicly release the results if we revise any of them.

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PROSPECTUS SUPPLEMENT SUMMARY
The following is only a summary. It should be read together with the more detailed information included elsewhere in
this prospectus supplement and the accompanying prospectus. In addition, important information is incorporated by reference
in this prospectus supplement and the accompanying prospectus.
The Trust
Federal Realty Investment Trust is an equity REIT specializing in the ownership, management and redevelopment of high
quality retail and mixed-use properties located primarily in densely populated and affluent communities in strategically selected
metropolitan markets in the Northeast and Mid-Atlantic regions of the United States, as well as in California. As of March 31,
2012, we owned or had a majority interest in community and neighborhood shopping centers and mixed-use properties which are
operated as 87 predominantly retail real estate projects comprising approximately 19.2 million square feet. In total, the real estate
projects were 93.8% leased and 92.6% occupied at March 31, 2012. A joint venture in which we own a 30% interest owned
seven retail real estate projects totaling approximately 1.0 million square feet as of March 31, 2012. In total, the joint venture
properties in which we own a 30% interest were 87.8% leased and occupied at March 31, 2012. We have paid quarterly
dividends to our shareholders continuously since our founding in 1962 and have increased our dividends per common share for
44 consecutive years.
We were founded in 1962 as a REIT under the laws of the District of Columbia and re-formed as a REIT in the state of
Maryland in 1999. We operate in a manner intended to qualify as a REIT for tax purposes pursuant to provisions of the Internal
Revenue Code of 1986, as amended, or the Code. Our principal executive offices are located at 1626 East Jefferson Street,
Rockville, Maryland 20852. Our telephone numbers are (301) 998-8100 and (800) 658-8980. Our website address is
www.federalrealty.com. The information contained on our website is not a part of this prospectus supplement or the
accompanying prospectus and is not incorporated herein or therein by reference.
Recent Developments
"At the Market" Equity Offering Program
On May 8, 2012, we entered into an equity distribution agreement with Wells Fargo Securities, LLC, or Wells Fargo, under
which we may issue and sell, from time to time, up to $300,000,000 aggregate offering price of our common shares through Wells
Fargo, acting as agent and/or principal. Under the equity distribution agreement, sales of our common shares may be made in
negotiated transactions or transactions that are deemed to be "at the market" offerings, including sales made directly on the New
York Stock Exchange or sales made to or through a market maker other than on an exchange. We will pay Wells Fargo
compensation for sales of our common shares at a mutually agreed rate that will not exceed, but may be lower than, 2.0% of the
gross sales price of our common shares. Under the equity distribution agreement, we may also sell our common shares to Wells
Fargo for its own account.
Chief Financial Officer Transition
On July 11, 2012, we announced that James M. Taylor, a Senior Managing Director in the real estate investment banking
group of an affiliate of Wells Fargo, will succeed Andrew Blocher as our chief financial officer on August 15, 2012. Mr. Blocher
will remain as our chief financial officer through August 14, 2012, and he is expected to remain an employee of the company
through February 20, 2013. We believe that the addition of Mr. Taylor to our executive ranks will enhance our ability to source
and evaluate corporate business development and strategic opportunities. There has not been any disagreement between us and
Mr. Blocher regarding any matter of accounting principles or practices or financial statement disclosure. For more information
about Mr. Taylor's appointment and Mr. Blocher's change of job responsibilities, see our Current Report on Form 8-K filed with
the SEC on July 11, 2012, which is incorporated by reference into this prospectus supplement.

S-1
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Ratios of Earnings to Fixed Charges
The following table sets forth our historical ratios of earnings to fixed charges for the periods indicated:

For the Three Months

Ended March 31,

For the Years Ended December 31,

2012

2011
2010
2009
2008
2007
Ratios of earnings to fixed charges

1.9

2.1
2.0
1.8
2.1
1.7
The ratio of earnings to fixed charges is computed by dividing earnings by fixed charges. In computing the ratio of earnings
to fixed charges: (a) earnings consist of income from continuing operations before income or loss from equity investees plus
distributed income of equity investees and fixed charges (excluding capitalized interest) less noncontrolling interests of
subsidiaries with no fixed charges; and (b) fixed charges consist of interest expense including amortization of debt premiums and
discounts and issuance costs (including capitalized interest) and the estimated portion of rents payable by us representing interest.

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The Offering
All capitalized terms not defined herein have the meanings specified in "Description of Notes" in this prospectus
supplement or in "Description of Debt Securities" in the accompanying prospectus. For a more complete description of the terms
of the notes specified in the following summary, see "Description of Notes."

Securities offered
$250 million aggregate principal amount of 3.00% notes due 2022.

Maturity
Unless redeemed prior to maturity as described below, the notes will mature on
August 1, 2022.

Interest payment dates
Interest on the notes will be payable semi-annually in arrears on February 1 and
August 1, beginning on February 1, 2013, and at maturity.

Ranking
The notes will rank pari passu, or equally, with all of our other senior
unsecured and unsubordinated indebtedness, and the notes will be effectively
subordinated to the prior claims of each secured mortgage lender to any specific
property that secures such lender's mortgage and to all of the unsecured
indebtedness of our subsidiaries. At March 31, 2012, after giving effect to this
offering and to the use of the net proceeds from this offering, we had outstanding
approximately $735 million (excluding net unamortized premium) of secured
indebtedness collateralized by all or parts of 22 properties (of which
approximately $498 million was issued by our subsidiaries), approximately $20
million of unsecured indebtedness issued by our subsidiaries (which will be
senior to the notes) and approximately $1,354 million of other unsecured
indebtedness (excluding net unamortized premium) ranking equally with the
notes.

Use of proceeds
We intend to use the net proceeds from this offering to repay any outstanding
indebtedness under our revolving credit facility and for general corporate
purposes, which may include without limitation funding potential acquisition
opportunities or funding our redevelopment pipeline. See "Use of Proceeds" on
page S-6 for more information.

Limitations on incurrence of debt
The notes contain various covenants, including the following:

(1) we will not, and will not permit any subsidiary to, incur any Debt if,
immediately after giving effect to the incurrence of such Debt and the
application of the proceeds thereof, the aggregate principal amount of all of our
and our subsidiaries' outstanding Debt on a consolidated basis determined in
accordance with generally accepted accounting principles is greater than 60%
of the sum of (without duplication) (a) Total Assets as of the end of the calendar
quarter covered in our Annual Report on Form 10-K or Quarterly Report on
Form 10-Q, as the case may be, most recently filed with the SEC (or, if such
filing is not permitted under the Exchange Act, with U.S. Bank National
Association, the trustee) prior to the incurrence of such additional Debt and
(b) the purchase price of any real estate assets or mortgages receivable
acquired, and the amount of any securities

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offering proceeds received (to the extent such proceeds were not used to acquire
real estate assets or mortgages receivable or used to reduce Debt), by us or any

subsidiary since the end of such calendar quarter, including those proceeds
obtained in connection with the incurrence of such additional Debt;

(2) we will not, and will not permit any subsidiary to, incur any Debt secured by
any mortgage, lien, charge, pledge, encumbrance or security interest of any kind
upon any of our or any of our subsidiaries' property if, immediately after giving
effect to the incurrence of such Debt and the application of the proceeds thereof,
the aggregate principal amount of all of our and our subsidiaries' outstanding
Debt on a consolidated basis which is secured by any mortgage, lien, charge,
pledge, encumbrance or security interest on our or our subsidiaries' property is
greater than 40% of the sum of (without duplication) (a) Total Assets as of the
end of the calendar quarter covered in our Annual Report on Form 10-K or
Quarterly Report on Form 10-Q, as the case may be, most recently filed with the
SEC (or, if such filing is not permitted under the Exchange Act, with the trustee)
prior to the incurrence of such additional Debt and (b) the purchase price of any
real estate assets or mortgages receivable acquired, and the amount of any
securities offering proceeds received (to the extent such proceeds were not used
to acquire real estate assets or mortgages receivable or used to reduce Debt), by
us or any subsidiary since the end of such calendar quarter, including those
proceeds obtained in connection with the incurrence of such additional Debt;
provided that for purposes of this limitation, the amount of obligations under
capital leases shown as a liability on our consolidated balance sheet shall be
deducted from Debt and from Total Assets;

(3) we will not, and will not permit any subsidiary to, incur any Debt if the ratio
of Consolidated Income Available for Debt Service to the Annual Debt Service
Charge for the four consecutive fiscal quarters most recently ended prior to the
date on which such additional Debt is to be incurred shall have been less than
1.5 to 1, on an unaudited pro forma basis after giving effect thereto and to the
application of the proceeds therefrom and calculated on the assumption that
(a) such Debt and any other Debt incurred by us and our subsidiaries since the
first day of such four-quarter period and the application of the proceeds

therefrom, including to refinance other Debt, had occurred at the beginning of
such period; (b) the repayment or retirement of any other Debt by us and our
subsidiaries since the first day of such four-quarter period had been repaid or
retired at the beginning of such period (except that, in making such computation,
the amount of Debt under any revolving credit facility shall be computed based
upon the average daily balance of such Debt during such period); (c) in the case
of Acquired Debt or Debt incurred in connection with any acquisition since the
first day of such four-quarter period, the related acquisition had occurred as of
the first day of such period, with the

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