$750M Alexandria Real Estate (NYSE: ARE) 5.25% senior notes priced
Rhea-AI Filing Summary
Alexandria Real Estate Equities, Inc. is issuing $750,000,000 aggregate principal amount of 5.25% senior notes due 2036 in an underwritten public offering. The notes are unsecured obligations of the company and are fully and unconditionally guaranteed by Alexandria Real Estate Equities, L.P.
The notes were priced at 99.679% of principal, for a yield to maturity of 5.291%, with closing expected on or about February 25, 2026, subject to customary conditions. Alexandria plans to use the net proceeds primarily to repay commercial paper borrowings incurred to fund a cash tender offer to repurchase or redeem senior unsecured notes with a purchase price aggregating $952,202,784.40, with any remaining proceeds temporarily invested or used for general corporate purposes.
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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 8.01 | Other Events |
On February 10, 2026, Alexandria Real Estate Equities, Inc. (the “Company”) and Alexandria Real Estate Equities, L.P., as guarantor (the “Guarantor”), entered into an underwriting agreement with Citigroup Global Markets Inc., BofA Securities, Inc., J.P. Morgan Securities LLC, Scotia Capital (USA) Inc. and TD Securities (USA) LLC, as representatives (the “Representatives”) of the several Underwriters named therein (the “Underwriters”), in connection with the sale of $750,000,000 aggregate principal amount of the Company’s 5.25% Senior Notes due 2036 (the “Notes”). The Notes will be fully and unconditionally guaranteed by the Guarantor and, subject to customary closing conditions, the Underwriters expect to deliver the Notes to the purchasers on or about February 25, 2026. The Notes were offered by the Company pursuant to an effective shelf registration statement on Form S-3 on file with the Securities and Exchange Commission. A copy of the underwriting agreement is attached hereto as Exhibit 1.1.
On February 10, 2026, the Company issued a press release announcing the offer of the Notes. A copy of the press release is attached hereto as Exhibit 99.1.
On February 10, 2026, the Company issued a press release announcing the pricing of the Notes. A copy of the press release is attached hereto as Exhibit 99.2.
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits | |
| 1.1 | Underwriting Agreement, dated February 10, 2026, among Alexandria Real Estate Equities, Inc., Alexandria Real Estate Equities, L.P. and Citigroup Global Markets Inc., BofA Securities, Inc., J.P. Morgan Securities LLC, Scotia Capital (USA) Inc. and TD Securities (USA) LLC, as representatives of the several Underwriters named therein. | |
| 99.1 | Press Release, dated February 10, 2026. | |
| 99.2 | Press Release, dated February 10, 2026. | |
| 104.1 | Cover Page Interactive Data File – the cover page XBRL 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.
| ALEXANDRIA REAL ESTATE EQUITIES, INC. | ||
| Date: February 12, 2026 | By: | /s/ Marc E. Binda |
| Marc E. Binda | ||
| Chief Financial Officer and Treasurer | ||
Exhibit 99.1
For Immediate Release
Alexandria Real Estate Equities, Inc. Announces
Public Offering of Senior Notes
PASADENA, Calif. — February 10, 2026 — Alexandria Real Estate Equities, Inc. (“Alexandria” or the “Company”) (NYSE: ARE) today announced that it is commencing an underwritten public offering, subject to market conditions, of senior notes (the “notes”). Citigroup Global Markets Inc., BofA Securities, Inc., J.P. Morgan Securities LLC, Scotia Capital (USA) Inc. and TD Securities (USA) LLC will act as joint book-running managers in connection with the public offering. The notes will be unsecured obligations of the Company and fully and unconditionally guaranteed by Alexandria Real Estate Equities, L.P., an indirectly 100% owned subsidiary of the Company.
The Company expects to use the net proceeds from this offering to repay a portion of the borrowings under the Company’s commercial paper program incurred in connection with the repurchase or redemption of certain series of its outstanding senior unsecured notes (the “tender offer notes”) pursuant to its previously announced cash tender offer (the “tender offer”), by redemption or otherwise. Pending such use, the Company may invest the net proceeds in high-quality short-term securities and/or use such proceeds temporarily for general working capital and other general corporate purposes. The consummation of the offering of the notes is not conditioned on the completion of the tender offer or the tender of any specific amount of the tender offer notes.
The notes are being offered pursuant to an effective registration statement on Form S-3 that was previously filed with the Securities and Exchange Commission. This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the Company’s securities, including the notes and the tender offer notes, nor shall there be any sale of such securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
Copies of the prospectus supplement relating to this offering, when available, may be obtained by contacting: Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-800-831-9146 or email: prospectus@citi.com; BofA Securities, Inc., NC1-022-02-25, 201 North Tryon Street, Charlotte, NC 28255-0001, Attn: Prospectus Department, Email: dg.prospectus_requests@bofa.com; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; Scotia Capital (USA) Inc., 250 Vesey Street, New York, New York 10281, toll-free number: 1-800-372-3930; or TD Securities (USA) LLC, toll-free number: 1-855-495-9846.
About Alexandria Real Estate Equities, Inc.
Alexandria, an S&P 500® company, is a best-in-class, mission-driven life science REIT making a positive and lasting impact on the world. With our founding in 1994, Alexandria pioneered the life science real estate niche. Alexandria is the preeminent and longest-tenured owner, operator, and developer of collaborative Megacampus™ ecosystems in AAA life science innovation cluster locations, including Greater Boston, the San Francisco Bay Area, San Diego, Seattle, Maryland, Research Triangle, and New York City. For more information, please visit www.are.com.
Forward-Looking Statements
This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements include, without limitation, statements regarding the Company’s offering of the notes and its intended use of the proceeds and statements regarding the completion of the tender offer. These forward-looking statements are based on the Company’s present intent, beliefs or expectations, but forward-looking statements are not guaranteed to occur and may not occur. Actual results may differ materially from those contained in or implied by the Company’s forward-looking statements as a result of a variety of factors, including, without limitation, the risks and uncertainties detailed in its filings with the Securities and Exchange Commission. All forward-looking statements are made as of the date of this press release, and the Company assumes no obligation to update this information. For more discussion relating to risks and uncertainties that could cause actual results to differ materially from those anticipated in the Company’s forward-looking statements, and risks and uncertainties to the Company’s business in general, please refer to the Company’s filings with the Securities and Exchange Commission, including its most recent annual report on Form 10-K and any subsequently filed quarterly reports on Form 10-Q.
Contact: Joel Marcus, Executive Chairman & Founder, (626) 578-0777, jmarcus@are.com
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Exhibit 99.2
For Immediate Release
Alexandria Real Estate Equities, Inc.
Announces
Pricing of Public Offering of
$750,000,000 of Senior Notes due 2036
PASADENA, Calif. — February 10, 2026 — Alexandria Real Estate Equities, Inc. (“Alexandria” or the “Company”) (NYSE: ARE) today announced that it has priced a public offering of $750,000,000 aggregate principal amount of 5.25% senior notes due 2036 (the “notes”). Citigroup Global Markets Inc., BofA Securities, Inc., J.P. Morgan Securities LLC, Scotia Capital (USA) Inc., TD Securities (USA) LLC, BBVA Securities Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., Fifth Third Securities, Inc., Goldman Sachs & Co. LLC, RBC Capital Markets, LLC, Regions Securities LLC and Truist Securities, Inc. are acting as joint book-running managers in connection with the public offering, and Barclays Capital Inc., Capital One Securities, Inc., Huntington Securities, Inc., Mizuho Securities USA LLC, PNC Capital Markets LLC, Samuel A. Ramirez & Company, Inc., SMBC Nikko Securities America, Inc. and U.S. Bancorp Investments, Inc. are acting as co-managers in connection with the public offering.
The notes were priced at 99.679% of the principal amount with a yield to maturity of 5.291%. The notes will be unsecured obligations of the Company and fully and unconditionally guaranteed by Alexandria Real Estate Equities, L.P., an indirectly 100% owned subsidiary of the Company. The closing of the sale of the notes is expected to occur on or about February 25, 2026, subject to customary closing conditions.
The Company expects to use the net proceeds from the notes to repay a portion of the borrowings under the Company’s commercial paper program incurred in connection with the repurchase or redemption for a purchase price (excluding accrued interest) aggregating $952,202,784.40 of certain series of its outstanding senior unsecured notes (the “tender offer notes”) pursuant to its previously announced cash tender offer (the “tender offer”), by redemption or otherwise. Pending such use, the Company may invest the net proceeds in high-quality short-term securities and/or use such proceeds temporarily for general working capital and other general corporate purposes. The consummation of the offering of the notes is not conditioned on the completion of the tender offer or the tender of any specific amount of the tender offer notes.
The notes are being offered pursuant to an effective registration statement on Form S-3 that was previously filed with the Securities and Exchange Commission. This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the Company’s securities, including the notes and the tender offer notes, nor shall there be any sale of such securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
Copies of the prospectus supplement relating to this offering, when available, may be obtained by contacting: Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-800-831-9146 or email: prospectus@citi.com; BofA Securities, Inc., NC1-022-02-25, 201 North Tryon Street, Charlotte, NC 28255-0001, Attn: Prospectus Department, Email: dg.prospectus_requests@bofa.com; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; Scotia Capital (USA) Inc., 250 Vesey Street, New York, New York 10281, toll-free number: 1-800-372-3930; or TD Securities (USA) LLC, toll-free number: 1-855-495-9846.
About Alexandria Real Estate Equities, Inc.
Alexandria, an S&P 500® company, is a best-in-class, mission-driven life science REIT making a positive and lasting impact on the world. With our founding in 1994, Alexandria pioneered the life science real estate niche. Alexandria is the preeminent and longest-tenured owner, operator, and developer of collaborative Megacampus™ ecosystems in AAA life science innovation cluster locations, including Greater Boston, the San Francisco Bay Area, San Diego, Seattle, Maryland, Research Triangle, and New York City. For more information, please visit www.are.com.
Forward-Looking Statements
This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements include, without limitation, statements regarding the Company’s offering of the notes and its intended use of the proceeds, and statements regarding the completion of the tender offer. These forward-looking statements are based on the Company’s present intent, beliefs or expectations, but forward-looking statements are not guaranteed to occur and may not occur. Actual results may differ materially from those contained in or implied by the Company’s forward-looking statements as a result of a variety of factors, including, without limitation, the risks and uncertainties detailed in its filings with the Securities and Exchange Commission. All forward-looking statements are made as of the date of this press release, and the Company assumes no obligation to update this information. For more discussion relating to risks and uncertainties that could cause actual results to differ materially from those anticipated in the Company’s forward-looking statements, and risks and uncertainties to the Company’s business in general, please refer to the Company’s filings with the Securities and Exchange Commission, including its most recent annual report on Form 10-K and any subsequently filed quarterly reports on Form 10-Q.
Contact: Joel Marcus, Executive Chairman & Founder, (626) 578-0777, jmarcus@are.com
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FAQ
What did Alexandria Real Estate Equities (ARE) announce in this 8-K?
What are the key terms of Alexandria Real Estate Equities’ new senior notes?
How will Alexandria Real Estate Equities (ARE) use the proceeds from the $750 million notes?
When is the closing of Alexandria Real Estate Equities’ senior notes offering expected?
Who is guaranteeing Alexandria Real Estate Equities’ new 5.25% senior notes?
Which banks are managing Alexandria Real Estate Equities’ $750 million notes offering?
Filing Exhibits & Attachments
6 documents