-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PCGOTERaemjGI+/kSD0N/OyAS2qxfSpZSySqE070JcB5iOlTlzTTy/xIxmzJEUS3 oSX2eH2R6sC5SEUE3BdD0w== 0000912057-97-022381.txt : 19970701 0000912057-97-022381.hdr.sgml : 19970701 ACCESSION NUMBER: 0000912057-97-022381 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19970623 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970630 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRANDYWINE REALTY TRUST CENTRAL INDEX KEY: 0000790816 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 232413352 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09106 FILM NUMBER: 97632585 BUSINESS ADDRESS: STREET 1: 16 CAMPUS BOULEVARD STREET 2: STE 100 CITY: NEWTOWN SQUARE STATE: PA ZIP: 19073 BUSINESS PHONE: 1-610-325-5600 MAIL ADDRESS: STREET 1: TWO GREENTREE CENTRE STREET 2: SUITE 100 CITY: MARLTON STATE: NJ ZIP: 08053 FORMER COMPANY: FORMER CONFORMED NAME: LINPRO SPECIFIED PROPERTIES DATE OF NAME CHANGE: 19920703 8-K 1 FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Filed pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 23, 1997 BRANDYWINE REALTY TRUST (Exact name of registrant as specified in its charter) MARYLAND 1-9106 23-2413352 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) file number) Identification Number 16 Campus Boulevard, Newtown Square, Pennsylvania 19073 ( Address of principal executive offices) (610) 325-5600 (Registrant's telephone number, including area code) Page 1 of 6 pages ITEM 5. Other Events. During the week of June 23, 1997, the Company has entered into agreements to acquire eight office buildings (collectively, the "Pending Acquisition"), which contain an aggregate of approximately 816,000 net rentable square feet, for an aggregate purchase price of approximately $77.2 million. If the purchase of the Pending Acquisitions is consummated, the Company's portfolio will consist of 83 properties (74 of which are office properties and nine of which are industrial properties) containing an aggregate of approximately 1.5 million net rentable square feet. Set forth below are brief descriptions of the Pending Acquisitions. -The Company has entered into an agreement of sale to purchase five office properties containing an aggregate of approximately 574,241 net rentable square feet located in Reading, Berks County, Pennsylvania and approximately 147 acres of land for an aggregate purchase price of approximately $40 million. As of June 16, 1997, the occupancy rate of these properties was approximately 85% and these properties were leased to 15 tenants. Major tenants at these properties include Hertz Penske Truck Leasing Inc., Parsons Power and UGI Utilities, Inc. -The Company has entered into an agreement of sale to purchase three office properties containing approximately 241,458 net rentable square feet located in Tredyffrin Township, Chester County, Pennsylvania and approximately 12.5 acres of land for an aggregate purchase price of approximately $37.2 million. As of June 16, 1997, the occupancy rate of these properties was approximately 98%, and these properties were leased to 21 tenants. Major tenants at these properties include Delaware Valley Financial Services, Devon Direct Marketing & Advertising, Inc. and Shared Medical Systems, Inc. The consummation of the purchase of the Pending Acquisitions is subject to the satisfaction of numerous conditions, including, without limitation, the completion of due diligence and Board of Trustee approval. No assurances can be given that the Company will acquire any of the Pending Acquisitions. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. 23.1 Consent of Arthur Andersen LLP. 23.2 Consent of Zelenkofske Axelrod & Co., Ltd. 23.3 Consent of Cushman & Wakefield of Pennsylvania, Inc. SIGNATURE 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. BRANDYWINE REALTY TRUST Date: June 27, 1997 By: /s/ Gerard H. Sweeney --------------------- Title: President and Chief Executive Officer EX-23.1 2 EXHIBIT 23.1 Exhibit 23.1 CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS As independent public accountants, we hereby consent to the incorporation by reference in the Prospectus Supplement dated June 27, 1997 (to the Prospectus dated February 14, 1997 (the "Prospectus")) of Brandywine Realty Trust (the "Company") of: our report dated February 22, 1997, on the consolidated financial statements of the Company, included in the Company's Annual Report on Form 10-K for the year ended December 31, 1996; our report dated April 12, 1996 on the combined financial statements of SSI/TNC Properties for the year ended December 31, 1995 included in the Company's Prospectus filed on November 27, 1996 relating to the Company's Registration Statement on Form S-11 (No. 333-13969) declared effective November 25, 1996; our report dated June 14, 1996, on the statement of revenue and certain expenses of Liberty View for the year ended December 31, 1995 included in the Company's Prospectus filed on November 27, 1996 relating to the Company's Registration Statement on Form S-11 (No. 333-13969) declared effective November 25, 1996; our reports dated October 31, 1996 on the combined statements of revenue and certain expenses of Equivest Management Inc. Acquisition Properties, the Commonwealth of Pennsylvania State Employees System Properties, and of Delaware Corporate Center included in the Company's Prospectus filed on November 27, 1996 relating to the Company's Registration Statement on Form S-11 (No. 333-13969) declared effective November 25, 1996; our report dated February 11, 1997 on the combined financial statements of revenue and certain expenses of Columbia Acquisition Properties for the year ended December 31, 1996, included in the Company's Form 8-K/A (No. 1) dated February 13, 1997 and Form 8-K/A (No. 2) dated February 24, 1997; our report dated January 29, 1997 on the combined financial statements of revenue and certain expenses of Main Street Properties for the year ended December 31, 1996, included in the Company's Form 8-K/A (No. 1) dated April 29, 1997; our report dated May 29, 1997 on the combined financial statements of revenue and certain expenses of TA Properties for the year ended December 31, 1996, included in the Company's Form 8-K dated June 9, 1997; our report dated June 3, 1997 on the combined financial statements of revenue and certain expenses of Emmes Properties for the year ended December 31, 1996, included in the Company's Form 8-K dated June 9, 1997; our report dated June 23, 1997 on the combined financial statements of revenue and certain expenses of 748 & 855 Springdale Drive for the year ended December 31, 1996, included in the Company's Form 8-K dated June 23, 1997; and to all references to our Firm included in the Prospectus or Prospectus Supplement. /s/Arthur Andersen LLP --------------------------------- Arthur Andersen LLP Philadelphia, Pennsylvania June 27, 1997 EX-23.2 3 EXHIBIT 23.2 Exhibit 23.2 INDEPENDENT AUDITORS' CONSENT We hereby consent to the reference to our firm and our report dated June 19, 1997 with respect to the financial statements of the Greentree Executive Campus Acquisition Properties under the "Experts" heading of a Prospectus Supplement to the Prospectus dated Februrary 14, 1997 of Brandywine Realty Trust to be filed with the Securities and Exchange Commission and consent to the filing of this Consent as an Exhibit to a Current Report on Form 8-K of Brandywine Realty Trust. /s/ Zelenkofske, Axelrod & Company, Ltd. --------------------------------------- Zelenkofske, Axelrod & Company, Ltd. Jenkintown, Pennsylvania June 27, 1997 EX-23.3 4 EXHIBIT 23.3 Exhibit 23.3 CONSENT We hereby consent to the references to us in the Prospectus Supplement to the Prospectus dated February 14, 1997 (collectively, the "Prospectus") of Brandywine Realty Trust (which Prospectus is part of a Registration Statement on Form S-3, Registration No. 333-20991), and we further consent to the reference to us under the heading "Experts" in the Prospectus Supplement. This consent may be filed as an exhibit to the Registration Statement or to a Form 8-K filed by Brandywine Realty Trust. CUSHMAN & WAKEFIELD OF PENNSYLVANIA, INC. By: /s/ John B. Rush --------------------- Name: John B. Rush Title: Director June 26, 1997 -7- -----END PRIVACY-ENHANCED MESSAGE-----