Item 8.01. Other Events.
On December 10, 2024, Cousins Properties Incorporated (the "Company") entered into an underwriting agreement (the "Agreement") between the Company and J.P. Morgan Securities LLC (the "Underwriter") with respect to the issue and sale by the Company and the purchase by the Underwriter of 9,500,000 shares of the Company's Common Stock, par value $1.00 per share (the "Common Stock") at a price of $29.765 per share (the "Offering"). The Offering is expected to close on December 12, 2024, resulting in net proceeds to the Company of approximately $282.4 after deducting estimated offering expenses.
The Agreement contains customary representations, warranties and covenants by the Company. It also provides that the Company will indemnify the Underwriter against certain specified types of liabilities, including liabilities under the Securities Act of 1933, and to contribute to payments the Underwriter may be required to make in respect of these liabilities.
The Common Stock was offered pursuant to the Company's shelf registration statement on Form S-3 (File No. 333-279209). A copy of the Agreement is attached hereto as Exhibit 1.1, and the description of the material terms of the Agreement in this Item 8.01 is qualified in its entirety by reference to such exhibit, which is incorporated herein by reference.
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