BIRMINGHAM, Ala., April 8 /PRNewswire-FirstCall/ -- Colonial Properties
Trust (NYSE: CLP), a real estate investment trust ("REIT") that owns a
diversified portfolio of multifamily, office and retail properties, today
announced the final merger consideration elections by Cornerstone Realty
Income Trust, Inc. ("Cornerstone") shareholders in connection with the merger
of Cornerstone with and into a wholly-owed subsidiary of Colonial Properties.
The merger was completed on April 1, 2005.
(Logo: http://www.newscom.com/cgi-bin/prnh/20030709/CLPLOGO-c )
The merger was structured as a common and preferred share election merger,
with Cornerstone shareholders having the right to elect to receive the merger
consideration in Colonial Properties common shares or Colonial Properties
Series E preferred depositary shares, each representing 1/100th of a newly
created Series E Cumulative Redeemable Preferred Share of Beneficial Interest,
liquidation preference $2,500 per share with a dividend rate of 7.62 percent
(the depositary shares are listed on the NYSE). The elections were subject to
the restriction that the Colonial Properties Series E preferred depositary
shares issued could not exceed approximately 25 percent of the total merger
consideration.
Colonial Properties has been informed that there were approximately
56,338,592 Cornerstone common shares outstanding immediately prior to the
merger. The final results of the Cornerstone shareholder elections were as
follows:
- Colonial Properties common share elections were made with respect to
22,198,173 Cornerstone common shares, representing approximately 39.4%
of outstanding Cornerstone common shares immediately prior to the
merger;
- Colonial Properties Series E preferred depositary share elections were
made with respect to 12,700,282 Cornerstone common shares, representing
approximately 22.5% of outstanding Cornerstone common shares
immediately prior to the merger; and
- No valid election was made with respect to the remaining 21,440,137
Cornerstone common shares, representing approximately 38.1% of the
outstanding Cornerstone common shares immediately prior to the merger.
The election amounts described above are lower than the election amounts
described in Colonial Properties' press release on March 31, 2005 due to the
fact that various former Cornerstone shareholders did not complete the tender
of certificates representing Cornerstone common shares under notice of
guaranteed delivery procedures.
Each Cornerstone common share for which a valid Colonial Properties common
share election was made was converted into the right to receive 0.2581
Colonial Properties common shares.
Each Cornerstone common share for which a valid Colonial Properties
Series E preferred depositary share election was made was converted into the
right to receive 0.4194 Colonial Properties Series E preferred depositary
shares.
Each Cornerstone common share for which a valid election was not made was
converted into the right to receive 0.2581 Colonial Properties common shares.
Colonial Properties will not issue fractional shares. Instead, each holder
of Cornerstone common shares who is otherwise entitled to a fractional
Colonial Properties common share or Colonial Properties Series E preferred
depositary share will be paid an amount in cash, without interest, rounded to
the nearest cent, determined as set forth in the merger agreement.
Colonial Properties Trust is a diversified REIT that, through its
subsidiaries, owns a portfolio of multifamily, office and retail properties
where you live, work and shop in Alabama, Florida, Georgia, Mississippi, North
Carolina, South Carolina, Virginia, Tennessee, Texas, Arizona, Nevada and New
Mexico. Colonial Properties Trust performs development, acquisition,
management, leasing and brokerage services for its portfolio and properties
owned by third parties. The Company has a total market capitalization of
approximately $5 billion. The foundation of Colonial Properties' success is
its live, work and shop diversified investment strategy. The Company manages
or leases approximately 50,000 apartment units, 6.8 million square feet of
office space and 15.1 million square feet of retail shopping space.
Additional information on Colonial Properties Trust is available on the
Internet at http://www.colonialprop.com . The Company, headquartered in Birmingham,
Ala., is listed on the New York Stock Exchange under the symbol "CLP" and is
included in the S&P SmallCap 600 Index
SOURCE Colonial Properties Trust
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Related links: http://www.colonialprop.com
Photo Notes:http://www.newscom.com/cgi-bin/prnh/20030709/CLPLOGO-c AP Archive: http://photoarchive.ap.org PRN Photo Desk, photodesk@prnewswire.com
CONTACT: Barbara M. Pooley, SVP-Investor Relations, +1-704-376-1774, or +1-800-645-3917, or Linda S. Geiss, VP - Media Relations, +1-205-250-8768, both of Colonial Properties Trust
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