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Published on 1/17/2007 in the Prospect News Special Situations Daily.

Vornado, Starwood and Walton Street offer to buy Equity Office for $52 per share in cash and stock

By Lisa Kerner

Charlotte, N.C., Jan. 17 - Vornado Realty Trust, along with real estate investment companies Starwood Capital Group and Walton Street Capital LLC, propose to acquire Equity Office Properties Trust for $52 per share, payable 60% in cash and 40% in Vornado shares, according to a Form 8-K filing with the Securities and Exchange Commission.

Equity Office unit holders also will have the option to exchange their units for units of Vornado Realty LP.

Vornado, a New York-based real estate investment trust, expects to fund its share of the acquisition in part by issuing $10.6 billion worth of shares and with debt, after which it would acquire half of Equity Office's assets.

Since a previously announced acquisition of Equity Office by a Blackstone affiliate remains on the table, there can be no assurance the acquisition will close, according to the filing.

Equity Office is a Chicago real estate investment trust.

Acquirer:Vornado Realty Trust
Target:Equity Office Properties Trust
Payment per share:$52 per share, 40% in Vornado shares
Announcement date:Jan. 17
Expected closing:To be determined
Stock price for target:NYSE: EOP: $49.85 on Jan. 16
Stock price for acquirer:NYSE: VNO: $125.93 on Jan. 16

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