Issuer Free Writing Prospectus
Filed pursuant to Rule 433
Relating to Preliminary Prospectus Supplement dated March 13, 2017
to Prospectus dated March 13, 2017
Registration Nos. 333-206859 and 333-206859-01
DCT INDUSTRIAL OPERATING PARTNERSHIP LP
Pricing Term Sheet
$50,000,000 4.500% Senior Notes Due 2023
| Issuer: |
DCT Industrial Operating Partnership LP | |
| Guarantor: |
The notes will be initially guaranteed by DCT Industrial Trust Inc. | |
| Expected Ratings* (Moody’s / Standard and Poor’s): |
Baa2 / BBB | |
| Principal Amount: |
$50,000,000
The notes will form a part of the same series as the Issuer’s outstanding 4.500% Senior Notes due 2023. Upon completion of this offering, the aggregate principal amount of the outstanding notes of this series will be $325,000,000. | |
| Securities Offered: |
4.500% Senior Notes due 2023 | |
| Security Type: |
Senior Unsecured Notes | |
| Pricing Date: |
March 13, 2017 | |
| Settlement Date: |
March 16, 2017 (T+3) | |
| Maturity Date: |
October 15, 2023 | |
| Interest Payment Dates: |
April 15 and October 15 | |
| Next Interest Payment Date: |
April 15, 2017 | |
| Record Dates: |
April 1 and October 1 | |
| Coupon (Interest Rate): |
4.500% | |
| Public Offering Price: |
103.880%, plus accrued and unpaid interest from and including October 15, 2016, to, but excluding March 16, 2017, totaling $943,750 | |
| Net Proceeds, including accrued interest and before expenses, to the Issuer: |
$52,571,250 | |
| Benchmark Treasury: |
1.875% due February 28, 2022 | |
| Benchmark Treasury Price / Yield: |
98-26 1⁄4 / 2.127% | |
| Spread to Benchmark Treasury: |
170 basis points | |
| Yield to Maturity: |
3.827% | |
| Optional Redemption: |
Make-whole call at T + 30 basis points prior to 90 days prior to maturity, then 100% | |
| CUSIP / ISIN: |
233150 AC5 / US233150AC50 | |
| Denominations/Multiple: |
$2,000 / $1,000 | |
| Joint Book-Running Managers: |
J.P. Morgan Securities LLC | |
| Citigroup Global Markets Inc. | ||
| Wells Fargo Securities, LLC | ||
| Co-Managers: |
BNY Mellon Capital Markets, LLC | |
| Capital One Securities, Inc. | ||
| MUFG Securities Americas Inc. | ||
| PNC Capital Markets LLC | ||
| Regions Securities LLC | ||
| U.S. Bancorp Investments, Inc. | ||
| * | A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. |
DCT Industrial Operating Partnership LP and DCT Industrial Trust Inc. have filed a registration statement dated September 10, 2015, a post-effective amendment to the registration statement dated March 13, 2017, a prospectus dated March 13, 2017 and a preliminary prospectus supplement dated March 13, 2017 with the U.S. Securities and Exchange Commission (SEC) for the offering to which this communication relates. Before you invest, you should read the registration statement and post-effective amendment to the registration statement, the prospectus and related preliminary prospectus supplement for this offering, and any other documents the Issuer or Guarantor have filed with the SEC for more complete information about the Issuer, the Guarantor and this offering. You may get these documents for free by visiting EDGAR on the SEC web site at http://www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the preliminary prospectus supplement and prospectus if you request it by contacting J.P. Morgan Securities LLC at 1-212-834-4533; Citigroup Global Markets Inc. at 1-800-831-9146; and Wells Fargo Securities, LLC at 1-800-645-3751.
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