0001029800-14-000028.txt : 20140903 0001029800-14-000028.hdr.sgml : 20140903 20140903163243 ACCESSION NUMBER: 0001029800-14-000028 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20140828 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140903 DATE AS OF CHANGE: 20140903 FILER: COMPANY DATA: COMPANY CONFORMED NAME: URSTADT BIDDLE PROPERTIES INC CENTRAL INDEX KEY: 0001029800 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 042458042 STATE OF INCORPORATION: MD FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12803 FILM NUMBER: 141080879 BUSINESS ADDRESS: STREET 1: C/O URSTADT BIDDLE PROPERTIES INC. STREET 2: 321 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 2038638200 MAIL ADDRESS: STREET 1: 321 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 FORMER COMPANY: FORMER CONFORMED NAME: HRE PROPERTIES INC DATE OF NAME CHANGE: 19961230 8-K 1 form8k.htm FORM 8-K SIGNIFICANT ACQUISITIONS
United States
SECURITIES AND EXCHANGE COMMISSION
Washington, DC  20549
__________________

FORM 8-K
 __________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934


 Date of Report (Date of earliest event reported): August 28, 2014

Commission File Number 1-12803

URSTADT BIDDLE PROPERTIES INC.
(Exact Name of Registrant in its Charter)


Maryland
04-2458042
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification Number)
 
321 Railroad Avenue, Greenwich, CT
06830
(Address of principal executive offices)
(Zip Code)

Registrant's telephone number, including area code:  (203) 863-8200

N/A
(Former Name or Former address, if Changed Since Last Report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
□
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
□
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
□
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
□
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.01 Completion of Acquisition or Disposition of Assets.
On August 28, 2014, Urstadt Biddle Properties Inc. (the "Company"), through a wholly-owned subsidiary, acquired two retail properties totaling 89,000 square feet located in Greenwich, Connecticut (Fairfield County) (the "Greenwich Properties") for $47.4 million from an unaffiliated property owner. The properties were purchased free and clear of mortgages.  The purchase was funded with available cash, borrowings under the company's unsecured revolving credit facility and a $25 million unsecured term loan.
On September 2, 2014, the Company issued a press release announcing the acquisition of the Greenwich Properties. A copy of the press release is attached hereto as Exhibit 99.1.
On February 19, 2014, the Company, through two wholly-owned subsidiaries, completed the purchase of a fifty percent tenant-in-common interest in the Gateway Plaza Shopping Center (the "Gateway Property") and Applebee's Plaza (the "Applebee's Plaza Property") for a combined purchase price of $14.05 million from an unaffiliated property owner.  Both properties are located in Riverhead, NY (Suffolk County) (the "Retail Joint Ventures"). The Applebee's Plaza property was purchased subject to an existing first mortgage payable encumbering the property in the amount of $1.2 million. The mortgage matures in January 2019 and bears interest at a fixed rate of 5.98% per annum.  Simultaneously with the closing of our interest in the Gateway Property, a $14 million first mortgage payable was placed on the property.  The mortgage loan has a term of ten years and bears interest at a fixed rate of 4.18% per annum.  The Company funded its remaining equity needed to complete the two investments with borrowings under its unsecured revolving credit facility and a portion of the proceeds from the sale of its non-core portfolio.
On February 21, 2014, the Company issued a press release announcing the investments in the Retail Joint Ventures.  A copy of the press release is attached hereto as Exhibit 99.2.
In January 2014, the Company acquired the 30,940 square foot Bethel Hub Shopping Center in Bethel, CT (Fairfield County) (the "Bethel Property") for a purchase price of $9.0 million from an unaffiliated property owner.  The property was purchased free and clear of mortgages. The $9.0 million acquisition was funded with proceeds from the sale of the Company's non-core properties.
On January 13, 2014, the Company issued a press release announcing the acquisition of the Bethel Property.  A copy of the press release is attached hereto as Exhibit 99.3.
In December 2013, the Company, through two wholly-owned subsidiaries, acquired two New Jersey retail properties totaling 119,000 square feet. The first property is located in Boonton, New Jersey (Morris County) (the "Boonton Property") and was purchased for $18.35 million from an unaffiliated property owner. The purchase was funded with borrowings under our unsecured revolving credit facility and the assumption of a first mortgage payable encumbering the property in the amount of $7.8 million.  The mortgage matures in September 2022 and has a fixed interest rate of 4.2%.  The second property is located in Bloomfield, New Jersey (Essex County) (the "Bloomfield Property") and was purchased for $11.0 million from an unaffiliated property owner. The purchase was funded with borrowings under our unsecured revolving credit facility and the assumption of a first mortgage payable encumbering the property in the amount of $7.7 million.  The mortgage matures in August 2016 and has a fixed interest rate of 5.5%.
On January 2, 2014, the Company issued a press release announcing the acquisition of the Boonton Property and the Bloomfield Property. A copy of the press release is attached hereto as Exhibit 99.4.
Item 9.01    Financial Statements and Exhibits.
(a)
Financial Statements of Real Estate Acquired.
The Company intends to file any required financial statements or pro forma financial information for the properties acquired by amendment hereto no later than 71 days after this current report is required to be filed.
(b)
Pro Forma Financial Information
See paragraph (a) above
(c)
Not applicable
(d)
The following exhibits are filed as part of this report:
Exhibit No.
 
Description
99.1
 
Press release dated September 2, 2014
99.2
 
Press release dated February 21, 2014
99.3
 
Press release dated January 13, 2014
99.4
 
Press release dated January 2, 2014

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date:  September 3, 2014
URSTADT BIDDLE PROPERTIES INC.
 
(Registrant)
 
 
 
/s/ John T. Hayes
 
John T. Hayes
Senior Vice President & Chief Financial Officer

EXHIBIT INDEX


Exhibit No.
 
Description
99.1
 
Press release dated September 2, 2014
99.2
 
Press release dated February 21, 2014
99.3
 
Press release dated January 13, 2014
99.4
 
Press release dated January 2, 2014





EX-99.1 2 exhibit99_1.htm PRESS RELEASE DATED SEPTEMBER 02, 2014
EXHIBIT 99.1
 
 
For Immediate Release
Contact: Willing L. Biddle, CEO,
John T. Hayes, CFO or
James Aries, SVP
Urstadt Biddle Properties Inc.
(203) 863-8200


URSTADT BIDDLE PROPERTIES INC. ACQUIRES TWO PROPERTIES IN GREENWICH, CONNECTICUT

Greenwich, CT – September 2, 2014 – Urstadt Biddle Properties Inc. (NYSE: UBA and UBP) announced today that it has acquired two properties totaling 89,000 square feet in Greenwich, CT.
The first property is a three story 48,000 square foot mixed use property located on the Boston Post Road (Route 1) in the Cos Cob section of Greenwich, CT.  The property is anchored by a 15,600 square foot CVS Pharmacy and other retail tenants including Robek's, Domino's Pizza and Member's Credit Union.  The property also contains second floor offices and third floor apartments.  The property was built in 1986 and originally was occupied by the well know Porricelli's Market before a conversion to CVS in 2008.  The property is currently 97% occupied and is well protected from new competition due to the high barriers to entry and the lack of developable land in Greenwich.
The second property is a group of contiguous two-story mixed use properties located at the intersection of Sound Beach Avenue and Arcadia Road containing 41,000 square feet.  It comprises almost a square block in the Old Greenwich section of Greenwich, adjacent to the Old Greenwich train station.  The property is anchored by a newly renovated 18,200 square foot King's Supermarket which replaced another Porricelli's Market in 2013.  This is the only grocery store south of Route 1 in Old Greenwich and has been a commercial hub serving this affluent submarket for over 50 years.  King's is owned by the private equity firm, Angelo, Gordon & Co., which also owns the Balducci's chain.    In addition to the supermarket building, the block consists of a series of retail properties and a free-standing building leased to the U.S. Post Office.   Tenants include Dunkin' Donuts, Panache Salon, Chillybear, a delicatessen, drycleaner, and additional second floor professional office tenants.  The block contains fifty (50) dedicated parking spaces and benefits from its ideal location adjacent to the Old Greenwich Metro-North train station which adds additional municipal parking and steady commuter traffic flow.
Willing Biddle, President and CEO of Urstadt Biddle Properties Inc. said, "We are pleased that in addition to the Chimblo retail portfolio we purchased last year, our acquisition program has again found us multiple retail properties in our own back yard of Greenwich, Connecticut.  The acquisition of these properties helps to further one of our company goals of investing in high quality grocery or drugstore anchored shopping centers in the suburban areas surrounding New York City".  James Aries, Director of Acquisitions at Urstadt Biddle Properties Inc. adds, "This portfolio of properties has been on our radar for some time and we are thrilled to finally own them.  These properties have been owned by the same family for decades and selling them was a bittersweet event for them.  Fortunately, the local family had faith in our ability to close quickly and without complication in addition to sharing common ownership philosophies which we believe factored significantly in their choosing to sell to Urstadt Biddle Properties."
Urstadt Biddle Properties Inc. is a self-administered equity real estate investment trust, which owns or has equity interests in 69 properties containing approximately 5.1 million square feet of space.  Listed on the New York Stock Exchange since 1970, it provides investors with a means of participating in ownership of income-producing properties.  It has paid 179 consecutive quarters of uninterrupted dividends to its shareholders since its inception and has raised total dividends to its shareholders for the last 20 consecutive years.

For additional information, please contact Willing L. Biddle, CEO, John Hayes, CFO, or James Aries, SVP, Urstadt Biddle Properties Inc. at 203-863-8200.  Follow us on Twitter at https://twitter.com/UrstadtBiddle

This press release contains statements that constitute "forward-looking statements."  These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Urstadt Biddle Properties Inc. to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among other things, risks associated with the timing of and costs associated with property improvements, financing commitments and general competitive factors.  Urstadt Biddle Properties Inc. undertakes no obligation to update these statements for revisions or changes after the date of this release.

 
 
 EX-99.2 3 exhibit99_2.htm PRESS RELEASE DATED FEBRUARY 21, 2014
EXHIBIT 99.2
 
For Immediate Release
Contact: Willing L. Biddle, CEO,
John T. Hayes, CFO, or
James Aries, SVP
Urstadt Biddle Properties Inc.
(203) 863-8200


URSTADT BIDDLE PROPERTIES INC. ACQUIRES 50% INTEREST IN WALMART-ANCHORED SHOPPING CENTER AND ADJACENT RETAIL PROPERTY ON LONG ISLAND, IN RIVERHEAD, NEW YORK

Greenwich, CT – February 21, 2014 – Urstadt Biddle Properties Inc. (NYSE: UBA and UBP) announced today that it acquired, through two wholly-owned subsidiaries,  50% tenancy-in-common interests in two adjacent retail properties in Suffolk County, Long Island from New Jersey-based developer, Lerner Properties LLC.  The first property is Gateway Plaza, a 20+ acre parcel with a 194,309 sf shopping center anchored by a brand-new 167,309 square foot Walmart store and a nearly completed 27,000 square foot freestanding retail building.  UBP's 50% interest in Gateway Plaza was purchased for $12.4 million, and UBP and Lerner Properties refinanced the property at closing with a $14,000,000 first mortgage from Security Life of Denver Insurance Company.  Gateway Plaza is located at the intersection of Old Country Road (a/k/a Route 58) and Kroemer Avenue in Riverhead, NY (Suffolk County) and has the unique distinction of being located directly across the road from, and sharing a traffic light with, Tanger Outlet Center.  Tanger Outlet Center is one of the country's most successful outlet centers and contains over 165 brand name outlet stores.  The Riverhead shopping area is located approximately 70 miles east of midtown Manhattan at the terminus of the Long Island Expressway, and is the regional shopping area for Long Island's North and South Forks.  Shoppers flock to Riverhead from all of eastern Long Island.
The second property is Applebee's Plaza, a 2 acre parcel containing an existing 5,363 square foot Applebee's restaurant and an undeveloped pad site with a buildable allowance of 4,500 square feet. UBP's 50% interest in Applebee's Plaza was purchased for $1.7 million, and the property is subject to existing mortgage financing in the amount of $1,170,000, which matures in January, 2019.  Applebee's has been operating a very successful store at this location since 2000 and its performance should further improve as a result of the recent opening of Walmart.
Willing Biddle, CEO of Urstadt Biddle Properties Inc., said, "We are very happy to have been able to invest in these very well-located regional retail properties and to be co-owners with Lerner Properties.  There is a great deal of interest from prospective tenants in the 27,000 sf building under construction next to Walmart, and we and our co-owner expect to have it leased within six months.  We also are working to lease the available pad next to Applebee's and hope to have a deal completed in the near future.  We think that these acquisitions will provide a beachhead for more opportunities for our company in the Long Island market".

Urstadt Biddle Properties Inc. is a self-administered equity real estate investment trust, which owns or has equity interests in 67 properties containing approximately 5.0 million square feet of space.  Listed on the New York Stock Exchange since 1970, it provides investors with a means of participating in ownership of income-producing properties.  Urstadt Biddle Properties Inc. has paid 177 consecutive quarters of uninterrupted dividends to its shareholders since its inception, and it has raised total dividends to its shareholders for the last 20 consecutive years.


For additional information, please contact Willing L. Biddle, CEO, John Hayes, CFO, or James Aries, SVP, Urstadt Biddle Properties Inc. at 203-863-8200.  Follow us on Twitter at https://twitter.com/UrstadtBiddle

For more information about Lerner Properties, please visit LernerProperties.com.

This press release contains statements that constitute "forward-looking statements."  These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Urstadt Biddle Properties Inc. to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among other things, risks associated with the timing of and costs associated with property improvements, financing commitments and general competitive factors.  Urstadt Biddle Properties Inc. undertakes no obligation to update these statements for revisions or changes after the date of this release.

 EX-99.3 4 exhibit99_3.htm PRESS RELEASE DATED JANUARY 13, 2014
EXHIBIT 99.3
 
For Immediate Release
Contact: Willing L. Biddle, CEO,
John T. Hayes, CFO or
James Aries, SVP
Urstadt Biddle Properties Inc.
(203) 863-8200


URSTADT BIDDLE PROPERTIES INC. ACQUIRES SHOPPING CENTER IN BETHEL, CONNECTICUT

Greenwich, CT – January 13, 2014– Urstadt Biddle Properties Inc. (NYSE: UBA and UBP) announced today that it has acquired the 30,940 square foot Bethel Hub Shopping Center in Bethel, CT.  The Bethel Hub center was purchased with cash for $9,000,000.  The center is co-anchored by a 7,596 square foot Rite Aid Pharmacy and a 13,884 square foot Caraluzzi's liquor store, other tenants in the center include People's Bank, which occupies a 2,500 square foot pad site with a drive-through, Soups Salads and More, Pizzeria Lauretano, a cleaners, and a Laundromat. The Bethel Hub Shopping Center was built in the 1950's and was subsequently expanded in 1967 and 1977.  The shopping center is currently 100% occupied. The Bethel Hub Shopping Center is a very desirable retail destination located in the center of Bethel, CT. that is well protected due to the high barriers to entry. The center is highly visible at the intersection of Greenwood Avenue (Connecticut 302) and Grassy Plain Street. The shopping center is across the street from two prominent retail attractions in Bethel, the famous Sycamore Drive-In, which attracts diners from all over the county, and The Bethel Cinema.
Willing Biddle, CEO of Urstadt Biddle Properties Inc. said, "We are pleased that our acquisition program has again found us a desirable community shopping center in our own back yard of Connecticut.  This acquisition helps to further one of our company goals of investing in high quality grocery or drugstore anchored shopping centers in the suburban areas surrounding New York City."  James Aries, Director of Acquisitions at Urstadt Biddle Properties Inc. adds, "We are pleased to have concluded our second transaction with this seller.  The Bethel Hub Shopping Center is well-located in the heart of Bethel and has exhibited very little tenant turnover in its history.  The center has been on our radar for some time and we are thrilled to finally own it.  Sellers have faith in our ability to close quickly and without complication."
Urstadt Biddle Properties Inc. is a self-administered equity real estate investment trust, which owns or has equity interests in 66 properties containing approximately 4.8 million square feet of space.  Listed on the New York Stock Exchange since 1970, it provides investors with a means of participating in ownership of income-producing properties.  It has paid 176 consecutive quarters of uninterrupted dividends to its shareholders since its inception and has raised total dividends to its shareholders for the last 20 consecutive years.

For additional information, please contact Willing L. Biddle, CEO, John Hayes, CFO or James Aries, SVP, Urstadt Biddle Properties Inc. at 203-863-8200.  Follow us on Twitter at https://twitter.com/UrstadtBiddle

This press release contains statements that constitute "forward-looking statements."  These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Urstadt Biddle Properties Inc. to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among other things, risks associated with the timing of and costs associated with property improvements, financing commitments and general competitive factors.  Urstadt Biddle Properties Inc. undertakes no obligation to update these statements for revisions or changes after the date of this release.

 EX-99.4 5 exhibit99_4.htm PRESS RELEASE DATED JANUARY 2, 2014
EXHIBIT 99.4
 
For Immediate Release
Contact: Willing L. Biddle, CEO,
John T. Hayes, CFO or
James Aries, SVP
Urstadt Biddle Properties Inc.
(203) 863-8200


URSTADT BIDDLE PROPERTIES INC. ACQUIRES TWO SHOPPING CENTERS IN NEW JERSEY

Greenwich, CT – January 2, 2014– Urstadt Biddle Properties Inc. (NYSE: UBA and UBP) announced today that it has acquired two shopping centers in New Jersey.  The first is the 63,000 square foot Boonton A&P Center in Boonton, NJ.  The Boonton center was purchased for $18,350,000 subject to an existing mortgage in the amount of $7,800,000 that requires payments of principal and interest at a fixed rate of 4.2% per annum.  The mortgage matures in September 2022.  The Boonton Center is located on Myrtle Avenue, just off of Route 287, in Boonton within Morris County which is one of the wealthiest counties in the United States.  The shopping center was constructed in 1999 and features a 49,463 SF A&P; other tenants include Dunkin' Donuts, Chase Bank, Subway, Supercuts and Sprint.  Over 90% of the tenants are national or regional tenants.  The Second property is the 56,000 square foot Bloomfield A&P Center in Bloomfield, NJ.  The Bloomfield center was purchased for $11,005,000 subject to an existing mortgage in the amount of $7,700,000 that requires payments of principal and interest at a fixed rate of 6.43% per annum.  The mortgage matures in August 2016.  The Bloomfield Center is anchored by a 30,750 SF A&P Grocery Store and a 8,950 SF Walgreen's Drugstore.  Other tenants in the shopping center include Dunkin' Donuts, Supercuts, a pizzeria, a liquor store and a stationary store.  Built in 1977 and renovated in 1999, The Bloomfield A&P Center is located on Belleville Avenue (Route 506) in Bloomfield (Essex County), about ½ mile east of the Garden State Parkway in a densely populated northern New Jersey market.  Belleville Avenue is a significant 5-mile east/west road which connects downtown Bloomfield with Belleville to the east.  The shopping center has very high traffic counts.
Willing Biddle, CEO of Urstadt Biddle Properties Inc. said, "We are very pleased that we have continued our expansion into the New Jersey suburbs, which helps fulfill one of our company goals of investing in high quality grocery anchored shopping centers in the suburban areas surrounding New York City.  Coupled with other new holdings in nearby Union and Bergen Counties, including our recent investment in the Village Shopping Center in New Providence, New Jersey and the Chestnut Ridge Shopping Center in Montvale, New Jersey, central and northern New Jersey are proving to be high performance markets for us."  James Aries, Director of Acquisitions at Urstadt Biddle Properties Inc. adds, "We're thrilled to add another two solid, well located, grocery-anchored centers to our core portfolio.  We believe that that the Bloomfield Center has strong leasing upside and Boonton is a solid, 100% leased, grocery anchored shopping center in our core marketplace that we were able to acquire at a reasonable price.   Sellers have faith in our ability to close quickly and without complication."

Urstadt Biddle Properties Inc. is a self-administered equity real estate investment trust, which owns or has equity interests in 66 properties containing approximately 4.8 million square feet of space.  Listed on the New York Stock Exchange since 1970, it provides investors with a means of participating in ownership of income-producing properties.  It has paid 176 consecutive quarters of uninterrupted dividends to its shareholders since its inception and has raised total dividends to its shareholders for the last 20 consecutive years.

For additional information, please contact Willing L. Biddle, CEO, John Hayes, CFO or James Aries, SVP, Urstadt Biddle Properties Inc. at 203-863-8200.  Follow us on Twitter at https://twitter.com/UrstadtBiddle

This press release contains statements that constitute "forward-looking statements."  These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Urstadt Biddle Properties Inc. to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among other things, risks associated with the timing of and costs associated with property improvements, financing commitments and general competitive factors.  Urstadt Biddle Properties Inc. undertakes no obligation to update these statements for revisions or changes after the date of this release.

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