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Vornado makes new offer for Equity Office Properties

New Jersey-based Vornado Realty Trust, the second largest publicly traded real estate investment trust in the United States, submitted a binding offer to acquire Equity Office Properties Trust, the biggest US office landlord, for $56 per share. Under the offer, each EOP share would convert into $31 in cash and Vornado common shares having a value equal to $25. The offer allows EOP to continue to pay its regular quarterly dividends at the rate of $0.33 per share and includes in the merger consideration pro rata dividends to the closing.

This formulation assures that the overall value of the package remains $56 as long as the Vornado price remains between $115 per share and $135 per share.

Vornado said it was in discussions to sell up to approximately $10 billion of EOP assets at closing to Starwood Capital and Walton Street Capital, and to sell an additional approximately $10 billion of EOP assets within the first year after closing. Vornado expects the acquisition to be accretive to Funds From Operations per share beginning in 2008.

As previously disclosed, an affiliate of Blackstone has agreed to acquire EOP. The private equity firm offers $54 per share for Equity Office.



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