Brandywine Realty Trust ( BDN) said Monday that it will acquire fellow real estate investment trust Prentiss Properties Trust ( PP) in a transaction valued at about $3.3 billion.

The merger will make Brandywine, based in Plymouth Meeting, Pa., one of the larger owners of office and industrial properties in the country.

Prentiss shareholders will receive roughly $43 a share, representing a 5.9% premium to Friday's closing price of $40.60. Prentiss holders will receive $21.50 a share in cash and 0.690 Brandywine common shares for each share they hold, on the basis of a Brandywine share price of $31.16.

Brandywine shares fell 3.8% to $29.50, and Prentiss shares rose 2.9% to $41.76 early Monday.

As part of the deal, Prudential Real Estate Investors will acquire a portfolio of about $753 million of Prentiss Properties' assets. Brandywine will buy certain Prentiss assets in Washington, D.C., northern and southern California, all properties in Dallas and Austin, Texas, and related land holdings. Prudential Real Estate will buy Prentiss' assets in Denver, as well as some in northern and southern California and Washington, D.C.

The deal is expected to close in the fourth quarter of 2005 or in the first quarter of 2006. Prior to closing, Dallas-based Prentiss intends to proceed with previously announced divestitures in Chicago and Detroit.

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