Archstone-Smith Operating Trust shareholders have until Sept. 10 to choose merger consideration

By Lisa Kerner

Charlotte, N.C., Aug. 9 - Archstone-Smith Operating Trust shareholders have until 11:59 p.m. ET on Sept. 10 to elect their consideration under the trust's merger agreement with affiliates of Tishman Speyer Real Estate Venture VII, LP and Lehman Brothers Holdings Inc.

Under the agreement, Archstone-Smith Operating Trust and Archstone-Smith Trust, the sole trustee of Archstone-Smith Operating, would each merge with subsidiaries of a joint venture jointly controlled by affiliates of the investor group, according to a 424B3 filing with the Securities and Exchange Commission.

Archstone-Smith Operating Trust shareholders are entitled to receive and must choose, in exchange for each class A-1 common unit:

• One newly issued series O preferred unit;

• $60.75 in cash, without interest and less applicable withholding taxes; or

• A combination of the cash consideration and series O preferred units.

Archstone-Smith Trust shareholders will receive cash consideration of $60.75 per unit and cannot elect to receive the series O preferred units. Shareholders will vote on the merger on Aug. 21.

As previously reported, the transaction is said to be the largest public-to-private merger-and-acquisition transaction in the multifamily real estate investment trust sector.

Tishman Speyer acquires and develops real estate worldwide. Archstone-Smith is an Englewood, Colo.-based real estate investment trust that develops and operates apartment communities in the United States.

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