亚历山大房地产美股招股说明书(2025-01-30版)

The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may bechanged. Filed pursuant to Rule 424(b)(5)Registration Nos. 333-276803 and 333-276803-01 Subject to CompletionPreliminary Prospectus Supplement, dated January 30, 2025 PROSPECTUS SUPPLEMENT(To prospectus dated February 1, 2024) Alexandria Real Estate Equities, Inc. $% Senior Notes due 20 Fully and Unconditionally Guaranteed by Alexandria Real EstateEquities, L.P. We are offering $of% Senior Notes due 20(the “notes”). The notes will bear interest at the rate of% per year. Interest on the notes is payableonandof each year, beginning on, 2025. The notes will mature on, 20 . The notes will be fully and unconditionally guaranteed byour subsidiary, Alexandria Real Estate Equities, L.P., a Delaware limited partnership. We mayredeem some or all of the notes at any time prior to maturity and as described under the caption“Description of Notes and Guarantee — Our Redemption Rights.” If the notes are redeemed on orafter, 20 , the redemption price will not include a make-whole provision. We will issue the notesonly in registered form in minimum denominations of $2,000 and integral multiples of $1,000 inexcess thereof. As described under “Use of Proceeds,” we intend to use the net proceeds of the offering of thenotes to redeem or repay at maturity all or a portion of our 3.45% Senior Notes due 2025 (the “2025notes”), which mature on April 30, 2025. Pending such use, we will invest the net proceeds in high-quality short-term securities and/or will use such proceeds temporarily for general working capitaland other general corporate purposes. The notes will be our senior unsecured obligations and will rank equally in right of paymentwith all of our other unsecured senior indebtedness from time to time outstanding and will beeffectively subordinated in right of payment to all of our existing and future secured indebtednessand to all existing and future liabilities and preferred equity, whether secured or unsecured, of oursubsidiaries other than Alexandria Real Estate Equities, L.P. The notes offered hereby are a new issue of securities. No market currently exists for the notes.We do not intend to list the notes on any national securities exchange. Investing in our notes involves risks. See “Risk Factors” on page S-6. Plus accrued interest, if any, from the original date of issue. Neither the Securities and Exchange Commission nor any state securities commission has approvedor disapproved of these securities or determined if this prospectus supplement or the accompanyingprospectus is truthful or complete. Any representation to the contrary is a criminal offense. The underwriters expect to deliver the notes in book-entry form only through the facilities ofThe Depository Trust Company for the accounts of its participants, including Clearstream Banking,société anonyme, and Euroclear Bank S.A./N.V., as operator of the Euroclear System, againstpayment on or about February, 2025. The date of this prospectus supplement is January, 2025. TABLE OF CONTENTS Prospectus Supplement PageForward-Looking StatementsS-iiSummaryS-1Risk FactorsS-6Use of ProceedsS-9Description of Notes and GuaranteeS-10Federal Income Tax ConsiderationsS-22Underwriting (Conflicts of Interest)S-27Legal MattersS-32ExpertsS-32 ProspectusPageAbout this Prospectus1Risk Factors2Where You Can Find More Information2The Company3Securities That May Be Offered4Use of Proceeds4Description of Stock4Description of Rights9Description of Warrants9Description of Debt Securities and Related Guarantees10Description of Global Securities1 5Provisions of Maryland Law and of Our Charter and Bylaws17Federal Income Tax Considerations20Plan of Distribution33Legal Matters34Experts34Forward-Looking Statements34 You should rely only on the information contained or incorporated by reference in thisprospectus supplement and the accompanying prospectus. We have not, and the underwritershave not, authorized any other person to provide you with any different information. If anyoneprovides you with different or inconsistent information, you should not rely on it. We are not,and the underwriters are not, making an offer to sell these securities in any jurisdiction wherethe offer or sale is not permitted. You should assume that the information appearing in thisprospectus supplement, the accompanying prospectus and the documents incorporated byreference is accurate only as of their respective dates. Our business, financial condition,results of operations, and prospects may have changed since those dates. FORWARD-LOOKING STATEMENTS This prospectus supplement and the accompanying prospectus contain or incorporate byreference forward-looking statements within the meaning of Section 27A of the Securities Actof 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of1934, as amended (the “Exchange Act”). You can identify the forward-l