0001157523-13-001564.txt : 20130326 0001157523-13-001564.hdr.sgml : 20130326 20130326171726 ACCESSION NUMBER: 0001157523-13-001564 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130325 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130326 DATE AS OF CHANGE: 20130326 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RAMCO GERSHENSON PROPERTIES TRUST CENTRAL INDEX KEY: 0000842183 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 136908486 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10093 FILM NUMBER: 13717634 BUSINESS ADDRESS: STREET 1: 31500 NORTHWESTERN HWY STREET 2: SUITE 300 CITY: FARMINGTON HILLS STATE: MI ZIP: 48334 BUSINESS PHONE: 2483509900 MAIL ADDRESS: STREET 1: 31500 NORTHWESTERN HWY STREET 2: SUITE 300 CITY: FARMINGTON HILLS STATE: MI ZIP: 48334 FORMER COMPANY: FORMER CONFORMED NAME: RPS REALTY TRUST DATE OF NAME CHANGE: 19920703 8-K 1 a50598203.htm RAMCO-GERSHENSON PROPERTIES TRUST 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


Date of Report (Date of earliest event reported):  March 26, 2013 (March 25, 2013)



RAMCO-GERSHENSON PROPERTIES TRUST
(Exact name of registrant as specified in its Charter)


Maryland

1-10093

13-6908486

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)


31500 Northwestern Highway, Suite 300, Farmington Hills, Michigan

48334

(Address of principal executive offices)

(Zip Code)


Registrant's telephone number, including area code

(248) 350-9900


Not applicable
(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 March 25, 2013, Ramco-Gershenson Properties Trust, Inc. (RGPT) completed the acquisition of its partner’s 70% ownership interest in 12 shopping centers owned by CLPF-Ramco GP, LLC and CLPF-Ramco, L.P. for approximately $151.9 million in cash and the assumption of its partner’s pro-rata share of debt of approximately $104.9 million.  RGPT now owns 100% of the shopping centers, which are located in Florida and Michigan.

The following table details the properties acquired:

             
Property Name   Location   Total

GLA

  Anchor Tenants (1)
FLORIDA [8]      
Cocoa Commons Cocoa 90,116 Publix
Cypress Point Clearwater 167,280 Burlington Coat Factory, The Fresh Market
Marketplace of Delray Delray Beach 238,901 Office Depot, Ross Dress for Less, Winn-Dixie
Mission Bay Plaza Boca Raton 263,721 The Fresh Market, Golfsmith, LA Fitness Sports Club, OfficeMax, Toys "R" Us
Treasure Coast Commons Jensen Beach 92,979 Barnes & Noble, OfficeMax, Sports Authority
Village Plaza Lakeland 146,755 Big Lots
Vista Plaza Jensen Beach 109,761 Bed Bath & Beyond, Michaels, Total Wine & More
West Broward Shopping Center Plantation 152,973 Badcock, DD's Discounts, Save-A-Lot, US Postal Service
 
MICHIGAN [4]
Hunter's Square Farmington Hills 354,323 Bed Bath & Beyond, Buy Buy Baby, Loehmann's, Marshalls, T.J. Maxx
The Shops at Old Orchard West Bloomfield 96,994 Plum Market
Troy Marketplace Troy 217,754 Airtime Trampoline, Golfsmith, LA Fitness, Nordstrom Rack, PetSmart, (REI)
Winchester Center Rochester Hills 314,575 Bed Bath & Beyond, Dick's Sporting Goods, Marshalls, Michaels, PetSmart, (Kmart)
Total 2,246,132
             

(1)

Anchor tenants are any tenant greater than or equal to 19,000 square feet. Tenants in parenthesis represent non-company owned

gross leasable area ("GLA").

Financial statements required to comply with the rules and regulations of the SEC, including Rule 3-14 of Regulation S-X for the purchase and pro forma financial statements reflecting the effect of this purchase, were filed in a Form 8-K on March 11, 2013. The debt assumed in connection with this transaction was previously reported under item 2.03 of the March 11, 2013 Form 8-K.

Item 9.01

Financial Statements and Exhibits

(d)

Exhibits.

 
99.1 Press Release dated March 25, 2013.
2

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.

RAMCO-GERSHENSON PROPERTIES TRUST

 
 
Date: March 26, 2013

By:

/s/ GREGORY R. ANDREWS

Gregory R. Andrews

Chief Financial Officer and Secretary

3

EXHIBIT INDEX

Exhibit

Description

 

99.1

Press Release dated March 26, 2013.


4

 EX-99.1 2 a50598203-ex991.htm EXHIBIT 99.1

Exhibit 99.1

Ramco-Gershenson Announces the Closing of Its Purchase of 12 Shopping Centers

FARMINGTON HILLS, Mich.--(BUSINESS WIRE)--March 25, 2013--Ramco-Gershenson Properties Trust (NYSE:RPT) (“the Company”) today announced that it has closed the acquisition of its partner’s ownership interest in 12 shopping centers owned by Ramco/Lion Venture LP for approximately $151.9 million in cash and the assumption of its partner’s pro-rata share of debt of approximately $104.9 million. With the completion of this acquisition, the Company now owns 100% of the shopping centers, which are located in Florida and Michigan.

“We are pleased to close this acquisition so quickly,” said Dennis Gershenson, President and Chief Executive Officer. “The size of the transaction, the quality of the assets, and the potential for significant future value creation are all positives for our shareholders. In addition, we are continuing our joint venture relationship with Clarion Partners with the goal of acquiring additional high quality shopping centers in strong metropolitan markets over the next several years.”

About Ramco-Gershenson Properties Trust

Ramco-Gershenson Properties Trust (NYSE:RPT) is a fully integrated, self-administered, publicly-traded real estate investment trust (REIT) based in Farmington Hills, Michigan. The Company’s business is the ownership and management of multi-anchor shopping centers in strategic, quality of life markets throughout the Eastern, Midwestern and Central United States. At December 31, 2012, the Company owned interests in and managed a portfolio of 78 shopping centers and one office building with approximately 15.0 million square feet of gross leasable area owned by the Company or its joint ventures. The properties are located in Michigan, Florida, Ohio, Georgia, Missouri, Colorado, Wisconsin, Illinois, Indiana, New Jersey, Virginia, Maryland, and Tennessee. At December 31, 2012, the Company’s core operating portfolio was 94.6% leased. For additional information regarding Ramco-Gershenson Properties Trust visit the Company's website at www.rgpt.com.

This press release may contain forward-looking statements that represent the Company’s expectations and projections for the future. Management of Ramco-Gershenson believes the expectations reflected in any forward-looking statements made in this press release are based on reasonable assumptions. Certain factors could occur that might cause actual results to vary, including deterioration in national economic conditions, weakening of real estate markets, decreases in the availability of credit, increases in interest rates, adverse changes in the retail industry, our continuing to ability to qualify as a REIT and other factors discussed in the Company’s reports filed with the Securities and Exchange Commission.

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CONTACT:
Ramco-Gershenson Properties Trust
Dawn Hendershot, 248-592-6202
Director of Investor Relations and Corporate Communications