DUKE REALTY INVESTMENTS, INC.
(AN INDIANA CORPORATION)
DUKE REALTY LIMITED PARTNERSHIP
(AN INDIANA LIMITED PARTNERSHIP)
7 3/8% NOTES DUE 2005
TERMS AGREEMENT
---------------
Dated: September 19, 1995
To: Duke Realty Investments, Inc.
Duke Realty Limited Partnership
c/o Duke Realty Investments, Inc.
0000 Xxxxxxxx Xxxxxxxx, Xxxxx 0000
Xxxxxxxxxxxx, XX 00000
Attention: Chairman of the Board of Directors
Ladies and Gentlemen:
We (the "Representatives") understand that Duke Realty Limited Partnership,
an Indiana limited partnership (the "Operating Partnership"), proposes to issue
and sell $100,000,000 aggregate principal amount of its unsecured debt
securities (the "Debt Securities") (such Debt Securities being collectively
hereinafter referred to as the "Underwritten Securities"). Subject to the terms
and conditions set forth or incorporated by reference herein, the underwriters
named below (the "Underwriters") offer to purchase, severally and not jointly,
the respective numbers of Initial Underwritten Securities (as defined in the
Underwriting Agreement referred to below) set forth below opposite their
respective names at the purchase price set forth below.
Principal Amount
of the
Underwriter Underwritten Securities
----------- -----------------------
Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated. . . . . 50,000,000
X. X. Xxxxxx Securities Inc . . . . . . . . . . . . . . . . 40,000,000
First Chicago Capital Markets, Inc. . . . . . . . . . . . . 10,000,000
-----------
Total $ 100,000,000
-----------
-----------
The Underwritten Securities shall have the following terms:
Title of Securities: 7 3/8% Notes due 2005.
Currency: U.S. Dollars.
Principal amount to be issued: $100,000,000
Current ratings: Xxxxx'x Investors Service, Inc.: Baa3; Standard & Poor's
Corporation: BBB; Duff & Xxxxxx: BBB.
Interest rate: 7 3/8%.
Interest payment dates: Each March 22 and September 22.
Stated maturity date: September 22, 2005.
Redemption or repayment provisions: The Underwritten Securities may be redeemed
at the option of the Operating Partnership at any time after September
22, 2002, in whole or in part, at a redemption price equal to the sum of
(i) the principal amount of the Underwritten Securities being redeemed
plus accrued interest thereon to the Redemption date and (ii) the make-
whole amount, if any, with respect to such Underwritten Securities.
Delayed Delivery Contracts: Not authorized.
Initial public offering price: 99.152%, plus accrued interest, if any, or
amortized original issue discount, if any, from the date of issuance.
Purchase price: 98.402%, plus accrued interest, if any, or amortized original
issue discount, if any, from the date of issuance (payable in same-day
funds).
Other terms: The Underwritten Securities shall be in the form of Exhibit B to
the Supplemental Indenture, dated as of September 19, 1995, between Duke
Realty Limited Partnership and The First National Bank of Chicago.
Closing date and location: September 22, 1995 at the offices of Xxxxxx & Xxxxx,
000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000.
All the provisions contained in the document attached as Annex A hereto
entitled "Duke Realty Investments, Inc. and Duke Realty Limited Partnership-
Common Stock, Preferred Stock, Depositary Shares and Debt Securities
Underwriting Agreement" are hereby incorporated by reference in their entirety
herein and shall be deemed to be a part of this Terms Agreement to the same
extent as if such provisions had been set forth in full herein. Terms defined
in such document are used herein as therein defined.
Please accept this offer no later than __________ o'clock _____ (New York
City time) on September 19, 1995 by signing a copy of this Terms Agreement in
the space set forth below and returning the signed copy to us.
Very truly yours,
XXXXXXX XXXXX & CO.
XXXXXXX LYNCH, PIERCE, XXXXXX & XXXXX
INCORPORATED
X.X. XXXXXX SECURITIES INC.
FIRST CHICAGO CAPITAL MARKETS, INC.
By: XXXXXXX LYNCH, PIERCE, XXXXXX & XXXXX
INCORPORATED
By: /s/ Xxxxxx X. Xxxxx
--------------------------------------------------
For themselves and as Representatives of the other
named Underwriters.
Name: Xxxxxx X. Xxxxx
Title: Managing Director
Accepted:
DUKE REALTY INVESTMENTS, INC.
By: /s/ Xxxxxx X. Xxxxx
-------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
DUKE REALTY LIMITED PARTNERSHIP
By: DUKE REALTY INVESTMENTS, INC.
-----------------------------
General Partner
By: /s/ Xxxxxx X. Xxxxx
-------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
DUKE REALTY INVESTMENTS, INC.
(AN INDIANA CORPORATION)
DUKE REALTY LIMITED PARTNERSHIP
(AN INDIANA LIMITED PARTNERSHIP)
7 1/4% NOTES DUE 2002
TERMS AGREEMENT
---------------
Dated: September 19, 1995
To: Duke Realty Investments, Inc.
Duke Realty Limited Partnership
c/o Duke Realty Investments, Inc.
0000 Xxxxxxxx Xxxxxxxx, Xxxxx 0000
Xxxxxxxxxxxx, XX 00000
Attention: Chairman of the Board of Directors
Ladies and Gentlemen:
We (the "Representatives") understand that Duke Realty Limited Partnership,
an Indiana limited partnership (the "Operating Partnership"), proposes to issue
and sell $50,000,000 aggregate principal amount of its unsecured debt securities
(the "Debt Securities") (such Debt Securities being collectively hereinafter
referred to as the "Underwritten Securities"). Subject to the terms and
conditions set forth or incorporated by reference herein, the underwriters named
below (the "Underwriters") offer to purchase, severally and not jointly, the
respective numbers of Initial Underwritten Securities (as defined in the
Underwriting Agreement referred to below) set forth below opposite their
respective names at the purchase price set forth below.
Principal Amount
of the
Underwriter Underwritten Securities
----------- -----------------------
Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated. . . . 30,000,000
X. X. Xxxxxx Securities Inc.. . . . . . . . . . . . . . . 15,000,000
First Chicago Capital Markets, Inc. . . . . . . . . . . . 5,000,000
-------------
Total $ 50,000,000
-------------
-------------
The Underwritten Securities shall have the following terms:
Title of Securities: 7 1/4% Notes due 2002.
Currency: U.S. Dollars.
Principal amount to be issued: $50,000,000.
Current ratings: Xxxxx'x Investors Service, Inc.: Baa3; Standard & Poor's
Corporation: BBB; Duff & Xxxxxx: BBB.
Interest rate: 7 1/4%.
Interest payment dates: Each March 22 and September 22.
Stated maturity date: September 22, 2002.
Redemption or repayment provisions: None.
Delayed Delivery Contracts: Not authorized.
Initial public offering price: 99.578%, plus accrued interest, if any, or
amortized original issue discount, if any, from the date of issuance.
Purchase price: 98.878%, plus accrued interest, if any, or amortized original
issue discount, if any, from the date of issuance (payable in same-day
funds).
Other terms: The Underwritten Securities shall be in the form of Exhibit A to
the Supplemental Indenture, dated as of September 19, 1995, between Duke
Realty Limited Partnership and The First National Bank of Chicago.
Closing date and location: September 22, 1995 at the offices of Xxxxxx & Xxxxx,
000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000.
All the provisions contained in the document attached as Annex A hereto
entitled "Duke Realty Investments, Inc. and Duke Realty Limited Partnership-
Common Stock, Preferred Stock, Depositary Shares and Debt Securities
Underwriting Agreement" are hereby incorporated by reference in their entirety
herein and shall be deemed to be a part of this Terms Agreement to the same
extent as if such provisions had been set forth in full herein. Terms defined
in such document are used herein as therein defined.
Please accept this offer no later than __________ o'clock _____ (New York
City time) on September 19, 1995 by signing a copy of this Terms Agreement in
the space set forth below and returning the signed copy to us.
Very truly yours,
XXXXXXX XXXXX & CO.
XXXXXXX LYNCH, PIERCE, XXXXXX & XXXXX
INCORPORATED
X.X. XXXXXX SECURITIES INC.
FIRST CHICAGO CAPITAL MARKETS, INC.
By: XXXXXXX LYNCH, PIERCE, XXXXXX & XXXXX
INCORPORATED
By: /s/ Xxxxxx X. Xxxxx
--------------------------------------------------
For themselves and as Representatives of the other
named Underwriters.
Name: Xxxxxx X. Xxxxx
Title: Managing Director
Accepted:
DUKE REALTY INVESTMENTS, INC.
By: /s/ Xxxxxx X. Xxxxx
-------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
DUKE REALTY LIMITED PARTNERSHIP
By: DUKE REALTY INVESTMENTS, INC.
-----------------------------
General Partner
By: /s/ Xxxxxx X. Xxxxx
-------------------------------
Name: Xxxxxx X. Xxxxx
Title: Vice President
