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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): January 30, 2025

 

ALEXANDRIA REAL ESTATE EQUITIES, INC.

(Exact name of registrant as specified in its charter)

 

Maryland   1-12993   95-4502084

(State or other jurisdiction
of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

26 North Euclid Avenue
Pasadena, California
  91101
(Address of principal executive offices)  (Zip Code)

 

Registrant’s telephone number, including area code: (626) 578-0777

 

 

 

N/A

(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:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4 (c))

 

Securities registered pursuant to Section 12(b) of the Exchange Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which
registered
Common Stock, $.01 par value per share ARE New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 8.01 Other Events

 

Alexandria Real Estate Equities, Inc., a Maryland corporation (the “Company”), will enter into an indenture with a trustee for each series of debt securities issued after the date hereof pursuant to its registration statement on Form S-3 (File No. 333-276803) (the “Registration Statement”). Each indenture will be subject to, and governed by, the Trust Indenture Act of 1939, as amended. Unless otherwise expressly stated in the applicable prospectus supplement included in the Registration Statement, each series of debt securities will be issued under an indenture among the Company, Alexandria Real Estate Equities, L.P., as guarantor, and U.S. Bank Trust Company, National Association, a national banking corporation, as trustee (the “Trustee”). A copy of the form of indenture with the Trustee is filed as Exhibit 4.1 to this Form 8-K and is incorporated by reference herein. A copy of the Trustee’s statement of eligibility on Form T-1 is filed as Exhibit 25.1 to this Form 8-K and is incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits

 

(d)Exhibits

 

4.1Form of Indenture relating to debt securities issued by Alexandria Real Estate Equities, Inc. and guaranteed by Alexandria Real Estate Equities, L.P. with U.S. Bank Trust Company, National Association, acting as trustee.

 

25.1Statement of Eligibility on Form T-1 of U.S. Bank Trust Company, National Association, under the Indenture.
   
 104Cover Page Interactive Data File (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.
     
January 30, 2025 By: /s/ Marc E. Binda
    Marc E. Binda
    Chief Financial Officer and Treasurer