8-KMaterial AgreementsExhibits & Filings

AVALONBAY COMMUNITIES INC 8-K Report, Material Agreement (Aug 12, 2009)

Filed August 12, 2009For Securities:AVB

Summary

AvalonBay Communities, Inc. (AVB) announced on August 12, 2009, the commencement of a continuous equity offering under which it may sell up to $400 million of its common stock over a three-year period. These shares can be sold through "at the market" offerings, meaning sales will be influenced by prevailing market conditions and the company's stock price, or other negotiated transactions. The company has entered into separate sales agency agreements with BNY Mellon Capital Markets, LLC, Deutsche Bank Securities Inc., and Merrill Lynch, Pierce, Fenner & Smith Incorporated to facilitate these sales.

Key Highlights

  • 1AVB has initiated a "continuous equity" offering program allowing for the sale of up to $400 million in common stock over three years.
  • 2Sales will be conducted through "at the market" offerings, providing flexibility to sell shares based on market conditions and stock price.
  • 3The company has entered into agency agreements with three major financial institutions: BNY Mellon Capital Markets, Deutsche Bank Securities, and Merrill Lynch.
  • 4Each sales agent will receive compensation up to 2.0% of the gross sales price for shares sold.
  • 5AVB has the discretion to determine when and if to sell shares, and can suspend or terminate the agreements at any time.
  • 6The offering is made under an automatic shelf registration statement filed earlier in 2009.

Frequently Asked Questions

The offering provides AvalonBay Communities, Inc. with flexibility to raise capital by selling its common stock over a three-year period. The company can utilize these funds for various corporate purposes, depending on market conditions and its strategic funding needs.

The shares will be sold through 'at the market' offerings, meaning they will be sold on the New York Stock Exchange or through market makers at prevailing market prices. This approach allows AVB to sell shares when it deems conditions are favorable, without needing to set a fixed price in advance. For investors, this means the timing and volume of share sales can influence stock supply and potentially its price.

No, AvalonBay Communities, Inc. has no obligation to sell any shares under this program. The company can decide at its discretion how much, if any, stock to sell, and can suspend or terminate the sales agreements at any time based on its assessment of market conditions or its funding requirements.

The sales agents, BNY Mellon Capital Markets, Deutsche Bank Securities, and Merrill Lynch, will each receive compensation up to 2.0% of the gross sales price for any shares they successfully sell on behalf of AvalonBay Communities, Inc.