Essex Property Trust Files 8-K

TL;DR

Essex Property Trust filed an 8-K, updating corporate events and financials for itself and a former subsidiary.

AI Summary

Essex Property Trust, Inc. filed an 8-K on August 21, 2024, reporting other events and financial statements/exhibits. The filing pertains to Essex Portfolio LP, a former entity of Essex Property Trust, Inc., which was previously known as Essex Property Trust Inc. and underwent a name change on December 11, 2018.

Why It Matters

This filing provides an update on corporate events and financial disclosures for Essex Property Trust, Inc. and its former related entity, Essex Portfolio LP.

Risk Assessment

Risk Level: low — The filing is a routine corporate disclosure and does not indicate any immediate financial distress or significant operational changes.

Key Players & Entities

• ESSEX PROPERTY TRUST, INC. (company) — Filer
• ESSEX PORTFOLIO LP (company) — Former related entity
• ESSEX PROPERTY TRUST INC (company) — Previous name of former related entity
• 20181211 (date) — Date of name change for Essex Portfolio LP
• 19940318 (date) — Date of name change for Essex Property Trust Inc.

FAQ

Key Financial Figures

• $0.0001 — ange on which registered Common Stock, $0.0001 par value (Essex Property Trust, Inc.)
• $200.0 million — ffering by the Operating Partnership of $200.0 million aggregate principal amount of the Opera
• $350.0 million — Operating Partnership previously issued $350.0 million aggregate principal amount of 5.500% se
• $204.2 m — the additional notes was approximately $204.2 million, after deducting the underwriting
• $500.0 million — fund a portion of the repayment of its $500.0 million aggregate principal amount outstanding
• $50.0 million — tstanding principal amount in excess of $50.0 million at final maturity or upon acceleration

Filing Documents

• ny20034228x5_8k.htm (8-K) — 52KB
• ny20034228x5_ex1-1.htm (EX-1.1) — 314KB
• ny20034228x5_ex5-1.htm (EX-5.1) — 22KB
• ny20034228x5_ex5-2.htm (EX-5.2) — 33KB
• ny20034228x5_ex99-1.htm (EX-99.1) — 13KB
• ny20034228x5ex5-1_image01.jpg (GRAPHIC) — 6KB
• ny20034228x5ex5-1_image02.jpg (GRAPHIC) — 4KB
• ny20034228x5ex5-2_image01.jpg (GRAPHIC) — 13KB
• ny20034228x5ex99-1_image01.jpg (GRAPHIC) — 13KB
• 0001140361-24-038068.txt ( ) — 734KB
• ess-20240819.xsd (EX-101.SCH) — 4KB
• ess-20240819_def.xml (EX-101.DEF) — 17KB
• ess-20240819_lab.xml (EX-101.LAB) — 25KB
• ess-20240819_pre.xml (EX-101.PRE) — 19KB
• ny20034228x5_8k_htm.xml (XML) — 6KB

01. Other Events

Item 8.01. Other Events. On August 19, 2024, Essex Property Trust, Inc. (the "Company") and Essex Portfolio, L.P. (the "Operating Partnership") entered into an underwriting agreement (the "Underwriting Agreement") with Wells Fargo Securities, LLC, J.P. Morgan Securities LLC, PNC Capital Markets LLC and U.S. Bancorp Investments, Inc., as representatives of the several underwriters named therein (the "Underwriters"), in connection with the public offering by the Operating Partnership of $200.0 million aggregate principal amount of the Operating Partnership's additional 5.500% senior notes due 2034 (the "additional notes"). The additional notes will be senior unsecured obligations of the Operating Partnership and will be fully and unconditionally guaranteed by the Company. The press release announcing the pricing of the additional notes is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by the full text of the Underwriting Agreement, which is being filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference. On August 21, 2024, the Operating Partnership issued the additional notes. The additional notes were issued as additional notes under an indenture, dated March 14, 2024 (the "Base Indenture"), among the Operating Partnership, as issuer, the Company, as guarantor (in such capacity, the "Guarantor"), and U.S. Bank Trust Company, National Association, as trustee (the "Trustee"), as supplemented by a first supplemental indenture, dated as of March 14, 2024 (the "First Supplemental Indenture" and, together with the Base Indenture, the "Indenture"), by and among the Operating Partnership, the Guarantor and the Trustee, pursuant to which the Operating Partnership previously issued $350.0 million aggregate principal amount of 5.500% senior notes due 2034 (the "init

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 1.1 Underwriting Agreement, dated August 19, 2024 , among Essex Portfolio, L.P., Essex Property Trust, Inc., and Wells Fargo Securities, LLC, J.P. Morgan Securities LLC, PNC Capital Markets LLC and U.S. Bancorp Investments, Inc., as representatives of the Underwriters. 5.1 Opinion of Latham & Watkins LLP. 5.2 Opinion of Venable LLP. 23.1 Consent of Latham & Watkins LLP (included in Exhibit 5.1). 23.2 Consent of Venable LLP (included in Exhibit 5.2). 99.1 Press release issued by Essex Property Trust, Inc. on August 19 , 2024 . 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrants have duly caused this report to be signed on their behalf by the undersigned, hereunto duly authorized. Date: August 21, 2024 ESSEX PROPERTY TRUST, INC. /s/ Barbara Pak Name: Barbara Pak Title: Executive Vice President and Chief Financial Officer ESSEX PORTFOLIO, L.P. By: Essex Property Trust, Inc. its General Partner /s/ Barbara Pak Name: Barbara Pak Title: Executive Vice President and Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR