AvalonBay Communities Files 8-K

TL;DR

AVB filed an 8-K on 5/14/24, standard corporate update.

AI Summary

AvalonBay Communities, Inc. filed an 8-K on May 14, 2024, reporting other events and financial statements. The filing details their corporate structure and provides information on their principal executive offices located at 4040 Wilson Blvd., Suite 1000, Arlington, Virginia 22203.

Why It Matters

This 8-K filing provides an update on AvalonBay Communities' corporate information and financial reporting, which is important for investors to stay informed about the company's status.

Risk Assessment

Risk Level: low — This filing is a routine corporate disclosure and does not appear to contain any significant new risks or material adverse information.

Key Numbers

• 1-12672 — SEC File Number (Identifies the company's filing with the SEC.)
• 77-0404318 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• AVALONBAY COMMUNITIES, INC. (company) — Registrant
• Maryland (jurisdiction) — State of incorporation
• 4040 Wilson Blvd., Suite 1000 Arlington, Virginia 22203 (address) — Principal executive offices

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, par value $0.01 per share AVB New York Stock Exchan
• $400,000,000 — ing (the "Offering") of an aggregate of $400,000,000 principal amount of its 5.350% Senior N
• $395.2 million — e by the Company, will be approximately $395.2 million. The Company intends to use the net pr
• $500,000,000 — m amount outstanding at any one time of $500,000,000, or the Company's $2,250,000,000 revolv
• $2,250,000,000 — time of $500,000,000, or the Company's $2,250,000,000 revolving variable rate unsecured credi

Filing Documents

• tm2414397d1_8k.htm (8-K) — 30KB
• tm2414397d1_ex1-1.htm (EX-1.1) — 204KB
• tm2414397d1_ex4-2.htm (EX-4.2) — 70KB
• tm2414397d1_ex5-1.htm (EX-5.1) — 17KB
• tm2414397d1_ex5-1img001.jpg (GRAPHIC) — 10KB
• 0001104659-24-061178.txt ( ) — 572KB
• avb-20240514.xsd (EX-101.SCH) — 3KB
• avb-20240514_lab.xml (EX-101.LAB) — 33KB
• avb-20240514_pre.xml (EX-101.PRE) — 22KB
• tm2414397d1_8k_htm.xml (XML) — 3KB

01 Other Events

Item 8.01 Other Events. On May 14, 2024, AvalonBay Communities, Inc. (the "Company") closed the public offering (the "Offering") of an aggregate of $400,000,000 principal amount of its 5.350% Senior Notes due 2034 (the "Notes"). The Offering was made pursuant to a prospectus supplement dated May 7, 2024 and a base prospectus dated February 23, 2024 relating to the Company's registration statement on Form S-3 (File No. 333-277313) (the "Registration Statement"). In connection with the Offering of the Notes, the Company entered into an underwriting agreement (the "Underwriting Agreement") with BofA Securities, Inc., PNC Capital Markets LLC, RBC Capital Markets, LLC and TD Securities (USA) LLC, as representatives of the several underwriters named in the Underwriting Agreement. A copy of the Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K. The Notes bear interest from May 14, 2024, with interest on the Notes payable semi-annually on June 1 and December 1, beginning on December 1, 2024. The Notes will mature on June 1, 2034 unless the Company redeems them earlier. The terms of the Notes are governed by an Indenture between the Company and U.S. Bank Trust Company, National Association, as trustee (the "Trustee") (the "Base Indenture"), dated as of February 23, 2024, as supplemented by the First Supplemental Indenture between the Company and the Trustee, dated as of May 14, 2024 (the "First Supplemental Indenture"). The Company estimates that the net proceeds from the sale of the Notes, after deducting the underwriting discount and estimated offering expenses payable by the Company, will be approximately $395.2 million. The Company intends to use the net proceeds from the Offering for identified and prospective land acquisitions, the development and redevelopment of apartment communities, the acquisition of communities, funding the Company's Structured Investment Program investments, and working capital and general corporate purpose

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. 1.1 Underwriting Agreement, dated as of May 7, 2024, by and among the Company and BofA Securities, Inc., PNC Capital Markets LLC, RBC Capital Markets, LLC and TD Securities (USA) LLC, as representatives of the several underwriters named therein (filed herewith) 4.1 Indenture for Debt Securities, dated as of February 23, 2024, between the Company and U.S. Bank Trust Company, National Association (incorporated by reference to Exhibit 4.8 to Form 10-K of the Company filed February 23, 2024) 4.2 First Supplemental Indenture, dated as of May 14, 2024, between the Company and U.S. Bank Trust Company, National Association (filed herewith) 4.3 Form of 5.350% Senior Notes due 2034 (attached as Exhibit A to the First Supplemental Indenture filed as Exhibit 4.2 hereto) 5.1 Opinion of Goodwin Procter LLP (filed herewith) 23.1 Consent of Goodwin Procter LLP (included in Exhibit 5.1) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) (filed herewith) SIGNATURE 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. AVALONBAY COMMUNITIES, INC. Dated: May 14, 2024 By: /s/ Kevin P. O'Shea Kevin P. O'Shea Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR