UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 1, 2007
CAMDEN PROPERTY TRUST
(Exact name of Registrant as Specified in Charter)
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| Texas
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1-12110
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76-6088377 |
| (State or Other Jurisdiction of
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(Commission File Number)
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(I.R.S. Employer |
| Incorporation)
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Identification Number) |
Three Greenway Plaza, Suite 1300, Houston, Texas 77046
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (713) 354-2500
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On May 1, 2007, Camden Property Trust, a Texas real estate investment trust (the “Company”),
entered into an underwriting agreement (the “Underwriting Agreement”) with Banc of America
Securities LLC and J.P. Morgan Securities Inc., for themselves and Representatives of the several
Underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to issue and
sell to the Underwriters $300,000,000 aggregate principal amount of its 5.700% Notes due 2017 (the
“Notes”), which issuance and sale closed on May 4, 2007. A copy of the Underwriting Agreement is
filed as Exhibit 1.1 hereto and incorporated by reference herein.
The offering of the Notes is described in the Company’s Prospectus Supplement dated May 1,
2007 to the Company’s Prospectus dated June 21, 2006. The Notes were issued pursuant to the
Company’s existing shelf registration statement.
The Notes bear interest at 5.700% from May 4, 2007, with interest payable each May 15 and
November 15 beginning November 15, 2007. The entire principal amount of the Notes is due on May
15, 2017. The Notes are redeemable at any time at the option of the Company, in whole or in part,
at a redemption price equal to the principal amount and accrued interest of the Notes being
redeemed, plus a make-whole premium.
The Notes were priced at a discount such that the Notes were offered to the public at 99.65%
of their face amount. The Notes were issued under an Indenture between the Company and U.S. Bank
National Association, as successor to SunTrust Bank, as trustee (the “Trustee”), as amended by the
First Supplemental Indenture dated as of May 4, 2007 between the Company and the Trustee. A copy
of the First Supplemental Indenture is filed as Exhibit 4.2 hereto and incorporated by reference
herein.
The Company
intends to use the net proceeds of approximately $296.9 million from the sale of
the Notes, after deducting the underwriting discount and other expenses, to repay an equal amount
of the outstanding balance on its unsecured line of credit. Affiliates of some of the Underwriters
are lenders under the line of credit and, upon application of the net proceeds from the offering of
the Notes, each will receive its proportionate share of the amount of the line of credit to be
repaid. In addition, in the ordinary course of their respective businesses, the Underwriters and
their affiliates have engaged, and may in the future engage, in other commercial banking and/or
investment banking transactions with the Company and its affiliates for which they have received,
and will in the future receive, customary fees.
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