8-K 1 w61252e8vk.txt FORM 8-K 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 May 30, 2002 Date of Report (Date of earliest event reported): COMMERCIAL NET LEASE REALTY, INC. (Exact name of Registrant as specified in its Charter) Maryland 0-12989 56-1431377 (State or Other Jurisdiction of (Commission File Number) (IRS Employer Identification Number) Incorporation or Organization)
450 South Orange Avenue Suite 900 Orlando, Florida 32801 (Address of principal executive offices, including zip code) (407) 650-1000 (Registrant's telephone number, including area code) ITEM 5. OTHER EVENTS Concurrently with the filing of this Current Report on Form 8-K, the Registrant filed a Prospectus Supplement to the Registration Statement on Form S-3, File No. 333-53796 (the "Registration Statement"), with respect to the offering by the Registrant of $50,000,000 aggregate principal amount of its 7.75% Notes due 2012. The Registration Statement was declared effective by the Securities and Exchange Commission on May 1, 2001. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. Each exhibit listed below is being filed pursuant to the applicable subsection of Item 601(b) of Regulation S-K, in lieu of filing the otherwise required exhibit to the Registration Statement under the Securities Act, and which, since this Form 8-K filing is incorporated by reference in such Registration Statement, is set forth in full in such Registration Statement
EXHIBIT NO. DESCRIPTION ------------------- ---------------------------------------------------------------------------------------------- 1.2* Form of Underwriting Agreement which is being filed pursuant to Regulation S-K. 4.1 Form of Indenture (filed as Exhibit 4.1 of the Registrant's Current Report on Form 8-K dated March 20, 1998, and incorporated herein by reference). 4.2* Form of Fourth Supplemental Indenture. 4.3* Form of 7.75% Note due 2012. 5* Opinion of Shaw Pittman LLP. 12* Statement of Computation of Ratios of Earnings to Fixed Charges. 23.1* Consent of Shaw Pittman LLP (contained in the opinion filed as Exhibit 5 hereto). 23.2* Consent of KPMG LLP. 25 Statement of Eligibility of Trustee (filed as Exhibit 25 of the Registrant's current Report on Form 8-K dated March 20, 1998 and incorporated herein by reference.)
-------------------------------- * Filed herewith. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. COMMERCIAL NET LEASE REALTY, INC. Date: June 3, 2002 By: /s/ Kevin B. Habicht ---------------------------------------- Kevin B. Habicht Chief Financial Officer