UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. n/a )*
 
HIGHWOODS PROPERTIES INC  

(Name of Issuer)
 
Common Stock, par value $0.01 per share

(Title of Class of Securities)
 
431284108

(CUSIP Number)
 
December 31, 2012

(Date of Event Which Requires Filing of this Statement)
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
     x  Rule 13d-1(b)
 
     o  Rule 13d-1(c)
 
     o  Rule 13d-1(d)
 
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
 
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 
 
CUSIP No. 	431284108	 	 	 	 	 	 	

1	 	NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)	
	 	APG Asset Management US Inc.	
 	 	 	
2	 	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	
	 	(a)   o	
	 	(b)   x	
 	 	 	
3	 	SEC USE ONLY	

 	 	 	
4	 	CITIZENSHIP OR PLACE OF ORGANIZATION	
	 	 	
	 	United States of America	
 	 	 	 	
NUMBER OF SHARES BENEFICIALLY  OWNED BY EACH REPORTING PERSON WITH: 	5	 	SOLE VOTING POWER	
		 	 	
		 	199,493	
	 	 	 	
	6	 	SHARED VOTING POWER	

	 	 	 	
	7	 	SOLE DISPOSITIVE POWER	
		 	 	
		 	199,493	
	 	 	 	
	8	 	SHARED DISPOSITIVE POWER	

 	 	 	
9	 	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON	
	 	 	
	 	199,493	
 	 	 	
10	 	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)	
	 	 	
	 	o	
 	 	 	
11	 	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)	
	 	 	
	 	0.3%	
 	 	 	
12	 	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)	
	 	 	
	 	N/A ,  CO	

FOOTNOTES	

 

 
 
CUSIP No. 	431284108	 	 	 	 	 	 	

1	 	NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)	
	 	STITCHING PENSIOENFONDS ABP	
 	 	 	
2	 	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	
	 	(a)   o	
	 	(b)   x	
 	 	 	
3	 	SEC USE ONLY	

 	 	 	
4	 	CITIZENSHIP OR PLACE OF ORGANIZATION	
	 	 	
	 	KINGDOM OF THE NETHERLANDS	
 	 	 	 	
NUMBER OF SHARES BENEFICIALLY  OWNED BY EACH REPORTING PERSON WITH: 	5	 	SOLE VOTING POWER	
		 	 	
		 	199,493	
	 	 	 	
	6	 	SHARED VOTING POWER	

	 	 	 	
	7	 	SOLE DISPOSITIVE POWER	
		 	 	
		 	199,493	
	 	 	 	
	8	 	SHARED DISPOSITIVE POWER	

 	 	 	
9	 	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON	
	 	 	
	 	199,493	
 	 	 	
10	 	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)	
	 	 	
	 	o	
 	 	 	
11	 	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)	
	 	 	
	 	0.3%	
 	 	 	
12	 	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)	
	 	 	
	 	N/A ,  OO	

FOOTNOTES	

 

 
 
Item 1.

 	(a)	Name of Issuer	
 	 	HIGHWOODS PROPERTIES, INC	

 	(b)	Address of Issuer’s Principal Executive Offices	
 	 	310 SMOKETREE COURT
SUITE 600
RALEIGH NC 27604	

Item 2.

 	(a)	Name of Person Filing	
 	 	APG Asset Management US Inc.	

 	(b)	Address of Principal Business Office or, if none, Residence	
 	 	666 Third Ave
2nd floor
New York NY 10017	

 	(c)	Citizenship	
 	 	United States of America	

 	(d)	Title of Class of Securities	
 	 	Common Stock, par value $0.01 per share	

 	(e)	CUSIP Number	
 	 	431284108	

Item 3.	If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:	

 	(a)	o	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).	

 	(b)	o	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).	

 	(c)	o	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).	

 	(d)	o	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).	

 	(e)	x	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);	

 	(f)	x	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);	

 	(g)	o	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);	

 	(h)	o	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);	

 	(i)	o	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);	

 	(j)	o	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J).	

 	(k)	o	A group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:	

 

 
 
Item 4.	Ownership.	
 
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 	(a)	Amount beneficially owned: 199,493	

 	(b)	Percent of class: 0.3	

 	(c)	Number of shares as to which the person has:	

 	(i)	Sole power to vote or to direct the vote: 199,493	

 	(ii)	Shared power to vote or to direct the vote: 0	

 	(iii)	Sole power to dispose or to direct the disposition of: 199,493	

 	(iv)	Shared power to dispose or to direct the disposition of: 0	

Item 5.	Ownership of Five Percent or Less of a Class	
 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x .

 
Item 6.	Ownership of More than Five Percent on Behalf of Another Person.	
 
Stichting Depository APG Tactical Real Estate Pool
Stichting Depository APG Strategic Real Estate Pool
 
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company	
 
APG Algemene Pensioens Groep NV (“APG NL”) is the exclusive investment manager with the power to vote and make all investment decisions with respect to the securities to which this statement relates. [APG NL has delegated its investment and voting power to APG Asset Management US Inc. (“APG US”). APG NL owns all of the voting shares of APG US and thus may be deemed to beneficially own any securities over which APG US exercise investment management or voting discretion.] APG Groep NV owns all of the shares of APG NL and Stichting Pensioenfonds ABP {“ABP”} owns all of the shares of APG Groep NV (“APG Groep”). As a result of these relationships, ABP and APG Groep indirectly may be deemed to beneficially own all of the securities over which APG NL [or APG US] exercises investment management or voting discretion. The reporting persons hereunder may be deemed to constitute a “group” with one another for purposes of Section 13(d) of the Securities Exchange Act of 1934 and the rules promulgated thereunder. The reporting persons do not affirm the existence of a “group.”
 
Item 8.	Identification and Classification of Members of the Group	
 
APG Algemene Pensioens Groep NV (“APG NL”) is the exclusive investment manager with the power to vote and make all investment decisions with respect to the securities to which this statement relates. [APG NL has delegated its investment and voting power to APG Asset Management US Inc. (“APG US”). APG NL owns all of the voting shares of APG US and thus may be deemed to beneficially own any securities over which APG US exercise investment management or voting discretion.] APG Groep NV owns all of the shares of APG NL and Stichting Pensioenfonds ABP {“ABP”} owns all of the shares of APG Groep NV (“APG Groep”). As a result of these relationships, ABP and APG Groep indirectly may be deemed to beneficially own all of the securities over which APG NL [or APG US] exercises investment management or voting discretion. The reporting persons hereunder may be deemed to constitute a “group” with one another for purposes of Section 13(d) of the Securities Exchange Act of 1934 and the rules promulgated thereunder. The reporting persons do not affirm the existence of a “group.”
 
Item 9.	Notice of Dissolution of Group	
 
n/a

 

 
 
Item 10.	Certification	
 	 	
	By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.	

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 	APG Asset Management US Inc	 	
 	 	 	 	
Date: February 12, 2013	By:	/s/  Ludmila Chwazik	 	
 	 	Name: Ludmila Chwazik	 	
 	 	Title:  Chief Compliace Officer	 	

 
 
 	STITCHING PENSIOENFONDS ABP	 	
 	 	 	 	
Date: February 12, 2013	By:	/s/  Ludmila Chwazik	 	
 	 	Name: Ludmila Chwazik	 	
 	 	Title:  Chief Compliace Officer	 	

Footnotes:	By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to an employee benefit plan is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.	

Attention:	Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)	

POWER OF ATTORNEY

APG Algemene Pensioen Groep NV.

APG Algemene Pensioen Groep N.V., a public company (naamloze vennootschap), having its seat (statutaire zetel) in Heerlen, the Netherlands and its registered place of business at Oude Lindestraat 70, 6411 EJ Heerlen, the Netherlands, registered with the Chamber of Commerce of Limburg with registration number 14099617 (the “Grantor).

Whereas:

(a)	the Grantor is charged with the management and administration of the assets of Stichting Pensioenfonds ABP (ABP”) and ABP has granted a separate power of attorney as attached to this document to Grantor for the performance in the name of ABP of any acts, including acts of disposal, which in the opinion of Grantor are desirable for the purpose of the management of the assets of ABP (Assets”). This power of attorney also comprises (but is not limited to) the performance of any (legal) acts in name of and at the risks and expense of ABP, including (but not limited to) the performance of transactions in financial instruments as well as any other (legal) acts that either arise from the management of the Assets or are necessary of desirable in connection therewith (such as (but not limited to) giving instructions to the custodians (bewaarnemers) of the Assets and exercising controlling rights which are attached to the financial instruments	

(b)	the powers of the Grantor include (where appropriate as attorney-in-fact of and in the name of ABP): to employ, retain, replace or otherwise secure or enter into agreements or other undertakings with persons or firms in connection with the management all on such terms and for such consideration as the Grantor deems advisable and Grantor may in its turn grant a power of attorney to another person to perform, directly or indirectly, acts in the name of ABP within the limits of this power of attorney, whereupon the other person for the application of this power of attorney will be an authorized person as well,	

The Grantor has engaged its affiliate APG Asset Management US Inc. to perform certain (legal) acts in respect of ABP and the Grantor hereby appoints APG Asset Management US Inc. as its true and lawful attorney (the “Attorney”) to perform any and all (legal) act the Grantor is entitled to perform in accordance with said accounts, including to act in the name of ABP.

The Grantor declares that this power of attorney expressly includes:

	•	the authority for the Attorney to delegate its authority thereunder in part or in whole to one or more sub-attorneys by way of a written sub power of attorney (ondervolmacht); and	

	•	the authority to cancel or postpone the entering into, delivery, signing or performance of any document, deed, instrument, agreement, notice, letter, acknowledgement, memorandum, statement and certificate as may be ancillary, necessary, required or useful in connection with the actions as referred to above.	

The Grantor undertakes, when 50 requested, that it will ratify and confirm whatever the Attorney shall lawfully do or cause to be done pursuant to the powers conferred to such Attorney under this power of attorney.

The Grantor declares that the power of attorney has also been granted for the benefit of other persons which are a party to any document and shall be irrevocable.

 

This power of attorney shall be governed by Dutch law.

IN WITNESS WHEREOF, the undersigned has executed this power of attorney on February 1 st , 2010.

 	/s/ E.C.E. Swidersky	 	 	/s/ H.J.M.T. Hamers	 	
Name:	E.C.E. Swidersky	 	Name:	H.J.M.T. Hamers	 	
Title:	Attorney-in-fact	 	Title:	Attorney-in fact	 	
 	(gevolmachtigde)	 	 	(gevolmachtigde)	 	

 

POWER OF ATTORNEY

1.	The foundation established under Dutch law: “Stichting Pensioenfonds ABP’ whose seat is in Heerlen, hereinafter referred to as “ABP, duly represented by:	

 	•	mister drs. E H T M Nijpels chairman of the Governing Board of ABP	

 	•	mister drs. X J den Uyl vice-chairman of the Governing Board of ABP	

 	•	mister B.H.J.J.M. Volkers secretary of the Governing Board ot ABP,	

Herby grants cower of attorney to.

The limited liability company established under Dutch law: “APO Algemene Pensioen Groep NV.4 whose corporate seat is in Heerlen, hereinafter referred to as: “ APG ”

2.	This power of attorney is granted for the performance, in the name of ABP, of any (legal) acts, including acts of disposal, which in the opinion of APG are desirable for the purpose of the management of the assets of ABP (‘Assets”). This power of attorney also comprises (but is not limited to) the performance of any (legal) acts in name of and at the risk and expense of ABP, including (but not limited to) the performance of transactions in financial instruments as well as any other (legal) acts that either arise from the management of the Assets or are necessary of desirable in connection therewith (such as (but not limited to) giving instructions to the custodians (bewaarnemers) of the Assets and exercising controlling rights which are attached to the financial instruments that form pan of the Assets).	

3.	This power of attorney shall remain effective for an indefinite period of time until it will be withdrawn in writing by ABP. Such withdrawal will not effect the validity of legal acts performed while this power of attorney was in force.	

4.	When performing acts while exercising this power of attorney , APG shall be able to act as the counter party of ABP or as the authorized person of one or more other parties involved in acts referred to in paragraph 2.	

5.	APG may grant a power of attorney to another person to perform, directly or indirectly , acts in the name of ABP within the limits of this power of attorney, whereupon the other person for the application of this power of attorney ill be an authorized person as well.	

6.	The relationship between ABP an APG under this power of attorney shall be governed by Dutch law exclusively.	

This power of attorney is considered to be effective as from February 29, 2008.

Signed in Amsterdam on January 21 st , 2010.

 

Stichting Pensioenfonds ABP,

/s/ drs.E.H.T.M. Nijpels	 	
drs. E.H.T.M. Nijpels, chariman	 	

 

/s/ drs. X.J. den Uyl	 	
drs. X.J. den Uyl, vice-chairman	 	

/s/ B.H.J.J.M. Volkers	 	
B.H.J.J.M. Volkers, secretary