UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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ITEM 1.01. Entry into a Material Definitive Agreement.
As previously reported, on March 5, 2021, FSP One Ravinia Drive LLC, FSP Two Ravinia Drive LLC and FSP One Overton Park LLC (together, the “Seller”), each a wholly-owned subsidiary of Franklin Street Properties Corp. (the “Registrant”), entered into a purchase and sale agreement (the “Original Agreement”) relating to the sale of real property with CP Acquisition III LLC, an affiliate of Crocker Partners LLC (the “Original Buyer”). The Seller’s real property consists of office buildings located at One Ravinia Drive NE, Dunwoody, Georgia, Two Ravinia Drive NE, Dunwoody, Georgia, and 3625 Cumberland Boulevard SE, Atlanta, Georgia (collectively, the “Properties”). The aggregate purchase price for the Properties under the Original Agreement is $219,500,000.
On April 7, 2021, the Original Buyer assigned its respective rights under the Original Agreement with respect to each of the three buildings constituting the Properties to three other affiliates of the Original Buyer (collectively, the “Buyer”).
On April 8, 2021, the Seller and the Buyer entered into a First Amendment to the Original Agreement (the “First Amendment”) that, among other things, extended the due diligence inspection period for the Buyer under the Original Agreement from April 8, 2021 to April 15, 2021.
On April 15, 2021, the Seller and the Buyer entered into a Second Amendment to the Original Agreement (the “Second Amendment”) that, among other things, confirmed that the due diligence inspection period had expired.
Assuming satisfaction of certain customary conditions to close, the closing of the sale of the Properties is expected to take place on or about May 17, 2021; provided, however, that the Seller and the Buyer each have a one-time right to extend the closing date by up to thirty (30) days by providing notice to the other party at least three (3) business days prior to the then scheduled closing date.
This description of the Original Agreement, as amended by the First Amendment and the Second Amendment (as so amended, the “Agreement”), is qualified in its entirety by reference to the full text of the Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
ITEM 9.01. Financial Statements and Exhibits.
(d)Exhibits.
The following exhibits are filed herewith:
EXHIBIT NO. |
| DESCRIPTION OF EXHIBITS |
10.1 |
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.
FRANKLIN STREET PROPERTIES CORP. | ||
By: | /s/ Scott H. Carter | |
Scott H. Carter | ||
Executive Vice President, General Counsel and Secretary | ||
Date: April 20, 2021 | ||