0000912057-01-534530.txt : 20011010 0000912057-01-534530.hdr.sgml : 20011010 ACCESSION NUMBER: 0000912057-01-534530 CONFORMED SUBMISSION TYPE: 424B5 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20011005 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EQUITY RESIDENTIAL PROPERTIES TRUST CENTRAL INDEX KEY: 0000906107 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 363877868 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B5 SEC ACT: 1933 Act SEC FILE NUMBER: 333-39289 FILM NUMBER: 1752658 BUSINESS ADDRESS: STREET 1: TWO N RIVERSIDE PLZ STREET 2: STE 400 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3124741300 MAIL ADDRESS: STREET 1: TWO N RIVERSIDE PLAZA STREET 2: SUITE 450 CITY: CHICAGO STATE: IL ZIP: 60606 424B5 1 a2060552z424b5.txt PROSPECTUS SUPPLEMENT Prospectus Supplement (To Prospectus dated December 18, 1997) [EQUITY RESIDENTIAL LOGO] EQUITY RESIDENTIAL PROPERTIES TRUST DISTRIBUTION REINVESTMENT AND SHARE PURCHASE PLAN This prospectus supplement contains an amendment and restatement to the Plan updating the "Partial Dividend Reinvestment" and "Optional Cash Payments Only" participation options of the Plan. Under the revised options, you are able to direct the reinvestment of dividends on all, a portion or none of the shares held in the Plan. This prospectus supplement also appoints EquiServe Trust Company, N.A./EquiServe, L.P. (collectively, "EquiServe") as the administrator for the Plan and provides for participation in the optional cash payment feature of the Plan through a pre-authorized automatic monthly deduction from your bank account. This automatic monthly investment feature is added to the Plan by means of the new Question 16A in this prospectus supplement. The new participation options (which replace the descriptions of the Partial Dividend Reinvestment and Optional Cash Payments Only options as set forth in Questions 7 and 9 of the Plan contained in the prospectus dated December 18, 1997) are as follows: If the "Partial Dividend Reinvestment" option is elected, the Plan Administrator will apply the cash dividends on a specified number of your Common Shares, Preferred Shares or Units to purchase additional Common Shares. The Plan Administrator will pay you cash dividends on the remaining Common Shares, Preferred Shares or Units, when and if declared by the board of trustees. You may also invest by making optional cash payments of at least $250 per payment up to a maximum of $5,000 per month. If the "Optional Cash Payments Only" option is elected, the Plan Administrator will pay you the cash dividends on all of your Common Shares, Preferred Shares and Units. You may invest in additional Common Shares by making optional cash payments of at least $250 per payment up to a maximum of $5,000 per month. In order to provide Plan participants with the ability to systematically invest in additional Common Shares, this prospectus supplement adds the following Question 16A to the Plan prospectus: 16A. Can I establish an automatic monthly deduction from my bank account? Yes. The Company is pleased to introduce a new method of submitting optional cash payments in any amount from $250 up to $5,000 to the Plan. As an alternative to sending checks and money orders, participants may elect to purchase additional Common Shares through an automatic monthly deduction from an account at a financial institution that is a member of the National Automated Clearing House Association (NACHA). In order to elect this feature, current participants should complete and return an Automatic Monthly Investment Form. Automatic Monthly Investment Forms may be obtained at any time by contacting the Plan Administrator. Interested new investors (those who do not currently own Company Common Shares) may also elect this feature when enrolling in the Plan by completing the Automatic Investment Application on the reverse side of the Initial Authorization Form. Like Automatic Monthly Investment Forms, Initial Authorization Forms may be obtained at any time by contacting the Plan Administrator. When enrolling in the Plan, interested new investors may: 1) enclose a check or money order (drawn against a U.S. bank and payable in U.S. dollars) for the initial investment and authorize automatic monthly deductions for subsequent purchases, or 2) authorize automatic monthly deductions as a way to make the initial investment in place of submitting a check or money order with their Initial Authorization Form. Interested investors should note, however, that automatic deductions will continue indefinitely, beyond the initial investment, until the Plan Administrator is notified to terminate such deductions. Interested new investors and current participants who elect to participate in the automatic monthly deduction feature, should return the applicable forms to the Plan Administrator along with a voided blank check (if a checking account) or deposit slip (if a savings account) for account number verification. Investors should allow approximately 30 days for the Plan Administrator to establish the automatic deduction. Once established, the requested dollar amount ($250 minimum/$5,000 maximum) will be deducted from the designated bank account one business day prior to the commencement of the month's Pricing Period as outlined in the revised SCHEDULE A below (the "Optional Cash Payment Due Date"). Such funds will be commingled with all other optional cash payments under $5,000 and invested on or shortly after the last day of the month's Pricing Period (the "Pricing Period Conclusion Date"). In order to terminate or change information pertaining to the automatic deduction feature, participants may simply contact the Plan Administrator. Changes to the dollar amount and terminations will be effective for a particular month's deduction provided the Plan Administrator receives the request at least 7 business days prior to the Optional Cash Payment Due Date. Requests received less than 7 business days prior to the Optional Cash Payment Due Date may not take effect until the following month. Changes to the bank account number and/or bank routing number, however, constitute the establishment of a new automatic deduction and may require up to 30 days to take effect. If the Plan Administrator does not receive a payment from your bank for any reason, the requested purchase will be deemed void and the Plan Administrator will immediately remove from your account any shares purchased in anticipation of receiving such funds. If the net proceeds from the sale of such shares are insufficient to satisfy the balance of the uncollected amount, the Plan Administrator may sell additional shares from your account as necessary to satisfy the uncollected balance. In addition, a "returned funds" fee of $25.00 will be deducted from your Plan account. 2 The administrator for this Plan is now EquiServe Trust Company, N.A./EquiServe, L.P. (collectively, "EquiServe"). EquiServe is the successor transfer agent and Plan Administrator to Fleet National Bank (formerly Bank Boston, N.A.). You may contact EquiServe by any of the methods outlined below: Toll-free number (current shareholders): 1-800-733-5001 Toll-free number (interested new investors): 1-800-337-5666 Mailing Address: EquiServe P.O. Box 43010 Providence, RI 02940-3010 Web site: http://gateway.equiserve.com This prospectus supplement also contains a revised Schedule A to the prospectus dated December 18, 1997. The revised Schedule A to the prospectus restates in its entirety the Schedule A previously included as part of the prospectus. The revised Schedule A sets forth the expected dates relating to optional cash payments and common share distribution reinvestments under the Plan for 2001, 2002 and 2003 as such dates are described in the prospectus. __________________ The date of this Prospectus Supplement is October 11, 2001 3 SCHEDULE A FOR 2001, 2002 AND 2003 OPTIONAL CASH PAYMENTS
RECORD DATE AND THRESHOLD PRICE AND OPTIONAL CASH PRICING PERIOD PRICING PERIOD DISCOUNT SET DATE PAYMENT DUE DATE COMMENCEMENT DATE CONCLUSION DATE November 2, 2001 November 7, 2001 November 8, 2001 November 21, 2001 November 26, 2001 November 29, 2001 November 30, 2001 December 13, 2001 December 31, 2001 January 4, 2002 January 7, 2002 January 18, 2002 February 1, 2002 February 6, 2002 February 7, 2002 February 21, 2002 February 25, 2002 February 28, 2002 March 1, 2002 March 14, 2002 April 2, 2002 April 5, 2002 April 8, 2002 April 19, 2002 May 2, 2002 May 7, 2002 May 8, 2002 May 21, 2002 May 28, 2002 May 31, 2002 June 3, 2002 June 14, 2002 July 1, 2002 July 5, 2002 July 8, 2002 July 19, 2002 August 2, 2002 August 7, 2002 August 8, 2002 August 21, 2002 August 27, 2002 August 30, 2002 September 3, 2002 September 16, 2002 October 2, 2002 October 7, 2002 October 8, 2002 October 21, 2002 November 5, 2002 November 8, 2002 November 11, 2002 November 22, 2002 November 25, 2002 November 29, 2002 December 2, 2002 December 13, 2002 December 27, 2002 January 2, 2003 January 3, 2003 January 16, 2003 January 30, 2003 February 4, 2003 February 5, 2003 February 19, 2003 February 26, 2003 March 3, 2003 March 4, 2003 March 17, 2003 April 1, 2003 April 4, 2003 April 7, 2003 April 21, 2003 May 2, 2003 May 7, 2003 May 8, 2003 May 21, 2003 May 28, 2003 June 2, 2003 June 3, 2003 June 16, 2003 June 30, 2003 July 3, 2003 July 7, 2003 July 18, 2003 August 1, 2003 August 6, 2003 August 7, 2003 August 20, 2003 August 26, 2003 August 29, 2003 September 2, 2003 September 15, 2003 October 2, 2003 October 7, 2003 October 8, 2003 October 21, 2003 November 4, 2003 November 7, 2003 November 10, 2003 November 21, 2003 November 28, 2003 December 3, 2003 December 4, 2003 December 17, 2003
COMMON SHARE DISTRIBUTION REINVESTMENTS(1)
RECORD DATE INVESTMENT DATE(2) ----------- ------------------ December 20, 2001 December 31, 2001 March 20, 2002 April 12, 2002 June 20, 2002 July 12, 2002 September 20, 2002 October 11, 2002 December 20, 2002 December 31, 2002 March 20, 2003 April 11, 2003 June 20, 2003 July 11, 2003 September 22, 2003 October 10, 2003 December 22, 2003 December 31, 2003
_____________________ (1) The dates indicated are those expected to be applicable under the Plan with respect to future distributions, if and when declared by the Board of Trustees. The actual record and payment dates will be determined by the Board of Trustees at its discretion. (2) The Investment Date relating to distributions is also the pricing date with respect to Common Shares acquired directly from the Company with such distributions. See Question 12. NEW YORK STOCK EXCHANGE HOLIDAYS
2001 2002 2003 New Year's Day January 1 January 1 January 1 Martin Luther King Jr. Day January 15 January 21 January 20 Washington Birthday February 19 February 18 February 17 Good Friday April 13 March 29 April 18 Memorial Day May 28 May 27 May 26 Independence Day July 4 July 4 July 4 Labor Day September 3 September 2 September 1 Thanksgiving Day November 22 November 28 November 27 Christmas December 25 December 25 December 25