$6.5-billion sale

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The Fort Worth-based REIT previously indicated the deal would godown in September. The new date is included in its notices ofredemption for the 6.75% Series A convertible cumulative preferredshares and 9.5% Series B cumulative redeemable preferred shares.The plan is to redeem the shares immediately prior to the mergerclosing. The redemption will be terminated if the merger is delayedor falls out.

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Based on an Aug. 3 redemption date, Crescent will pay Series Ashareholders $25.36 per share, which includes an unpaid dividend,and Series B holders will get $25.51 per share, including an unpaiddividend. Should the merger close after Aug. 3, shareholders willearn another $0.0047 per day on Series A preferred stock and$0.0066 per day on Series B preferred.

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John Goff, the REIT's vice chairman and CEO, and the executiveteam have set an Aug. 1 shareholders' meeting to vote on themerger. In an earlier SEC filing, Crescent founder RichardRainwater and all executive officers and trust managers said theywere voting for the merger. Rainwater owns or control more than4.42 million shares and holds in excess of 5.46 million partnershipunits.

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The New York City-based buyer has a commitment from BarclayCapital Real Estate Inc. to finance up to $3.8 billion for the dealto close. Barclays' commitment is good until Oct. 31. If the mergeris terminated, Crescent can claim up to $10 million forout-of-pocket expenses and legal fees.

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To date, there have been four shareholder lawsuits filed inTarrant County over the merger agreement. The status of thelawsuits could not be determined before deadline.

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