Item 1.01. Entry Into a Material Definitive Agreement.
On September 4, 2018, Duke Realty Corporation, an Indiana corporation (the “Company”), and Duke Realty Limited Partnership, an Indiana limited partnership (the “Operating Partnership”) of which the Company is the sole General Partner, entered into a Terms Agreement (including the related Underwriting Agreement, dated as of September 4, 2018, attached as Annex A thereto and made a part thereof, the “Terms Agreement”) with each of Wells Fargo Securities, LLC, Barclays Capital Inc., J.P. Morgan Securities LLC, RBC Capital Markets, LLC and UBS Securities LLC, on behalf of the underwriters named therein (the “Underwriters”), pursuant to which the Underwriters agreed to purchase from the Operating Partnership $450 million aggregate principal amount of the Operating Partnership’s 4.000% Senior Notes Due 2028 (the “Notes”). The issuance and sale of the Notes is expected to occur on September 11, 2018, subject to customary closing conditions. The Operating Partnership intends to use the net proceeds from the issuance and sale of the Notes to repay $224 aggregate principal amount of secured debt, fund development, repay borrowings under its revolving credit facility and for general corporate purposes.
The Notes were registered with the Securities and Exchange Commission (the “Commission”) pursuant to the Operating Partnership’s automatic shelf registration statement on FormS-3 (FileNo. 333-224538-01) (as the same may be amended or supplemented, the “Registration Statement”), under the Securities Act of 1933, as amended (the “Securities Act”). The material terms of the Notes are described in the Operating Partnership’s final prospectus supplement, as filed with the Commission on September 5, 2018 pursuant to Rule 424(b)(5) of the Securities Act, which relates to the offer and sale of the Notes and supplements the Operating Partnership’s prospectus, as filed with the Commission on April 30, 2018, contained in the Registration Statement.
A copy of the Terms Agreement is filed as Exhibit 1.1 to this Current Report onForm 8-K (this “Report”), and the information in the Terms Agreement is incorporated into this Item 1.01 by this reference. The above description of the Terms Agreement is qualified in its entirety by reference to the Terms Agreement incorporated by reference into this Report.
Item 9.01. Financial Statements and Other Exhibits
The following exhibit is filed with this Report pursuant to Item 601 of the Commission’s RegulationS-K in lieu of filing the otherwise required exhibit to the Registration Statement. This Report is incorporated by reference into the Registration Statement, and, as such, the Company and the Operating Partnership are incorporating by reference the exhibit to this Report to cause it to be incorporated by reference into the Registration Statement as an exhibit thereto. By filing this Report and the exhibit hereto, however, neither the Company nor the Operating Partnership believe that any of the information set forth herein or in the exhibit hereto represent, individually or in the aggregate, a “fundamental change” (as such term is used in Item 512(a)(1)(iii) of the Commission’s RegulationS-K) in the information set forth in, and incorporated by reference into, the Registration Statement.
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