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Published on 2/1/2007 in the Prospect News Special Situations Daily.

Vornado submits binding offer to buy Equity Office for $56.00 per share in cash and stock

By Lisa Kerner

Charlotte, N.C., Feb. 1 - Vornado Realty Trust said it submitted a binding offer to acquire Equity Office Properties Trust for $56.00 per share, plus dividends to the closing.

Each share of Equity Office would convert into $31.00 in cash and Vornado common shares equal to $25.00, with fractional Vornado shares between 0.1852 and 0.2174, according to a company news release,

Vornado plans to sell up to roughly $10 billion of Equity Office assets at closing to Starwood Capital and Walton Street Capital, and to sell an additional $10 billion worth of Equity Office assets within the first year after closing.

With an acquisition offer for Equity Office by a Blackstone affiliate also on the table, there can be no assurance the acquisition will close, the release stated.

Equity Office is a Chicago real estate investment trust.

Vornado is a real estate investment trust based in New York City.

Acquirer:Vornado Realty Trust
Target:Equity Office Properties Trust
Payment per share:$56 per share, cash and Vornado shares
Announcement date:Feb. 1
Expected closing:To be determined
Stock price for target:NYSE: EOP: $55.55 on Jan. 31
Stock price for acquirer:NYSE: VNO: $122.35 on Jan. 31

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