The Washington properties involved in the transaction include the 117,000-sf Court Street in Pasco, WA that is 99.3% leased and anchored by Rite Aid and Albertson's; the 123,196-sf Highland Center in nearby Kennewick, WA that is 80.6% leased and anchored by Rite Aid and REI; 149,176-sf Washington Plaza in Richland, WA that is 94.9% leased and anchored by Safeway and Rite Aid; 136,350-sf Franklin Park in Spokane, WA that is 73.1% leased and anchored by Ross Dress For Less and Rite Aid; the 233,548-sf Tacoma Place in Tacoma, WA that is 80.6% leased and anchored by Homebase, and Gart Sports; and the 238,147-sf Marysville Town Center in Marysville, WA that is 94.6% leased and anchored by Staples and Rite Aid.

The transaction is subject to Aegis' stockholder approval and customary conditions, and both transactions are expected to close in the late spring 2001. Under the terms of the acquisition agreement, Aegis has agreed to pay POB and its investment partners total consideration of $203.5 million. The consideration will be comprised of: $3 million in cash; $58.4 million of limited partnership interests in Aegis Realty Operating Partnership, LP ("OP Units"), which are convertible on a one-for-one basis into Aegis common stock at a value of $11 per share and cannot be transferred for one year; and assumption of $142.1 million in non-recourse debt encumbering the acquired shopping centers.

The acquisition will represent the first transaction to be completed under Aegis' long-term strategic plan to act as a consolidator of shopping centers. With the completion of this acquisition, Aegis increases its equity market capitalization by 62% and its gross leasable square footage of shopping centers by 88%. In afternoon trading Thursday, Shares of Aegis stock were trading at $10, off 18.75 cents from Wednesday's close and off 87.5 cents from its 52-week high of $10.875, achieved on May 5th of this year.