-----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, KixpcqnmzqRESENhi2iayE0oZbXbfnMpAWo1GmIxU+F3hxmbEl1JYsLRndsCRRO3 qQRQmD997UDhvPu4oHBwuA== /in/edgar/work/0000845613-00-000007/0000845613-00-000007.txt : 20001116 0000845613-00-000007.hdr.sgml : 20001116 ACCESSION NUMBER: 0000845613-00-000007 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000930 FILED AS OF DATE: 20001115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FRANKLIN SELECT REALTY TRUST CENTRAL INDEX KEY: 0000845613 STANDARD INDUSTRIAL CLASSIFICATION: [6798 ] IRS NUMBER: 943095938 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-12708 FILM NUMBER: 771049 BUSINESS ADDRESS: STREET 1: 2000 ALAMEDA DE LAS PULGAS CITY: SAN MATEO STATE: CA ZIP: 94404 BUSINESS PHONE: 6503123000 MAIL ADDRESS: STREET 1: P O BOX 7777 CITY: SAN MATEO STATE: CA ZIP: 94403-7777 FORMER COMPANY: FORMER CONFORMED NAME: FRANKLIN SELECT REAL ESTATE INCOME FUND DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FRANKLIN CALIFORNIA REAL ESTATE FUND DATE OF NAME CHANGE: 19890307 10-Q 1 0001.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) (x) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended SEPTEMBER 30, 2000 ---------------------------------------- OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ---------------------------------------- TO Commission file number 1-12708 ------------------------------------------------ FRANKLIN SELECT REALTY TRUST (Exact name of registrant as specified in its charter) CALIFORNIA 94-3095938 - ----------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) P.O. BOX 7777, SAN MATEO, CALIFORNIA 94403-7777 - ----------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (650) 312-2000 -------------------- N/A - -------------------------------------------------------------------------------- Former name, former address and former fiscal year, if changed since last report Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No --- --- Common Stock Shares Outstanding as of September 30, 2000, Series A: 13,875,368 Common Stock Shares Outstanding as of September 30, 2000, Series B: 745,584 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS FRANKLIN SELECT REALTY TRUST UNAUDITED BALANCE SHEET AS OF SEPTEMBER 30, 2000 AND CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31, 1999 SEPTEMBER December (In thousands, except per share amounts) 30, 2000 31, 1999 - ------------------------------------------------------------------------------- LIQUIDATION Going BASIS concern basis ASSETS Real Estate Property held-for-sale, net of accumulated depreciation of $24,709 as of December 31, 1999 $ - $110,520 Cash and cash equivalents 14,188 14,316 Mortgage-backed securities, available-for-sale 260 286 Deferred rent receivable - 1,692 Other assets 3,025 4,232 ---------------------- Total assets $17,473 $131,046 ====================== LIABILITIES AND STOCKHOLDERS' EQUITY Debt $26,312 $ - Reserve for litigation 50 2,100 Distributions payable - 1,793 Other liabilities 572 2,477 ---------------------- Total liabilities 622 32,682 ---------------------- Minority interest - 9,096 ---------------------- Commitments and contingencies (Notes 5-8) - - Stockholders' equity: Common stock, Series A, without par value; stated value $10 per share; 50,000 shares authorized; 13,875 and 12,250 issued and outstanding at September 121,440 103,161 30, 2000 and December 31, 1999, respectively Common stock, Series B, without par value; stated value $10 per share; 1,000 shares authorized; 746 - 6,294 issued and outstanding Accumulated other comprehensive loss (33) (33) Accumulated distributions in excess of net income (104,556) (20,154) ---------------------- Total stockholders' equity 16,851 89,268 ---------------------- Total liabilities and stockholders' equity $ 17,473 $131,046 ====================== The accompanying notes are an integral part of these financial statements. FRANKLIN SELECT REALTY TRUST STATEMENTS OF INCOME AND COMPREHENSIVE INCOME FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2000 AND CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30,1999 (Unaudited)
THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30 September 30 SEPTEMBER 30 September 30 (In thousands, except per share amounts) 2000 1999 2000 1999 - -------------------------------------------------------------------------------------------------- LIQUIDATION Going LIQUIDATION Going BASIS concern BASIS concern Basis basis REVENUE: Rent $27 $3,702 $2,017 $11,183 Interest, dividends and other - 214 1,388 715 -------------------------------------------------- Total revenue 27 3,916 3,405 11,898 -------------------------------------------------- EXPENSES: Property operating - 978 427 2,694 Interest - 589 180 1,774 Related party - 313 238 933 Depreciation and amortization - 953 338 2,828 Loss on sale of mortgage-backed securities 110 - 110 General and administrative - 307 2,063 1,208 -------------------------------------------------- Total expenses - 3,250 3,246 9,547 -------------------------------------------------- Operating income before reserve for litigation, 27 666 159 2,351 gain on sales of property and minority interest Reserve for litigation (750) - (750) Gain on sale of property - - 14,093 - -------------------------------------------------- Operating income (loss) before minority interest 27 (84) 14,252 1,601 Minority interest - 194 - 566 -------------------------------------------------- NET INCOME (LOSS) $27 $(278) $14,252 $1,035 ================================================== Unrealized gain (loss) on mortgage-backed securities 7 (3) - (15) -------------------------------------------------- COMPREHENSIVE INCOME (LOSS) $34 $(281) $14,252 $1,020 ================================================== Weighted average shares outstanding of Series A common stock outstanding 13,875 12,250 13,638 12,250 Net income (loss) per share based on weighted average shares outstanding $0.00 $(.02) $1.05 $.08 ================================================== Distributions per share, based on the actual shares outstanding of Series A common stock of 13,664 and 12,250 on the distribution dates in the periods ended September 30, 2000 and 1999, respectively $ - $.12 $7.22 $.36 ================================================== The accompanying notes are an integral part of these financial statements.
FRANKLIN SELECT REALTY TRUST STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30,1999 (Unaudited) (In thousands) 2000 1999 - ----------------------------------------------------------------------------- LIQUIDATION Going BASIS concern basis CASH FLOWS FROM OPERATING ACTIVITIES: NET INCOME $14,252 $1,035 ----------------- Adjustments to reconcile net income to net cash (used in) provided by operating activities: Loss on sale of mortgage-backed securities - 110 Depreciation and amortization 338 2,920 Gain on sale of property (14,093) - Minority interest - 566 Increase in deferred rent receivable - (31) Decrease (increase) in other assets 1,092 (78) Litigation settlements (2,050) 750 (Decrease) increase in tenant deposits, accounts payable and other liabilities (1,113) 678 ----------------- (15,826) 4,915 ----------------- NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES (1,574) 5,950 ----------------- CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from sale of real estate 104,540 - Improvements to real estate (83) (385) Cash in escrow (2,633) - Collection of notes receivable - 7,700 Net sale of mortgage-backed securities 25 7,285 Leasing commissions paid and other - (967) -------- -------- NET CASH PROVIDED BY INVESTING ACTIVITIES 101,849 13,633 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Repayment of notes and bonds payable - (304) Payment of loan costs - (47) Distributions paid to limited partners (216) (566) Distributions paid to stockholders (100,187) (4,284) -------- -------- NET CASH USED IN FINANCING ACTIVITIES (100,403) (5,201) -------- -------- NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (128) 14,382 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 14,316 1,256 -------- -------- CASH AND CASH EQUIVALENTS, END OF PERIOD $14,188 $15,638 ======== ======== SUPPLEMENTAL NON-CASH ACTIVITY Debt assumed or paid off by Value Enhancement in connection with the Asset Sale described in Note 2 $26,312 $ - The accompanying notes are an integral part of these financial statements. FRANKLIN SELECT REALTY TRUST NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2000 Unaudited NOTE 1 - DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION The accompanying unaudited interim financial statements of Franklin Select Realty Trust (the "Company") included herein have been prepared in accordance with the instructions to Form 10-Q pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all appropriate adjustments necessary to a fair presentation of the results of operations have been made for the periods shown. On February 10, 2000, Franklin Select Realty Trust closed the sale of all of its real estate assets (the "Asset Sale") to Value Enhancement Fund III, LLC ("Value Enhancement") a private real estate fund formed by Lend Lease Real Estate Investments to purchase properties. Pursuant to the plan of liquidation approved by the shareholders, the Board of Directors declared an initial liquidating distribution of $7.11 per share to shareholders of record holding Series A common stock on February 29, 2000. The initial distribution was paid on March 10, 2000. Under applicable AMEX regulations, the AMEX suspended trading in the Company's shares beginning on March 1, 2000, and de-listed the Company's shares effective March 13, 2000. The Company will continue to wind up its affairs pursuant to the plan of liquidation. It is expected that shareholders of record holding Series A common stock will also receive a final liquidating distribution before the end of 2000, subject to the successful liquidation of the Company within this time frame. See Risk Factors Relating to the Asset Sale and Dissolution Plan in Management's Discussion and Analysis of Financial Condition and Results of Operations below. It is not expected that the shareholders of record of the Series B common stock will receive a distribution. The financial statements for the periods ended September 30, 2000 have been prepared on a liquidation basis. No adjustment has been made to the prior period financial statements, which were prepared on a going concern basis, as was appropriate at the time that they were presented. The going concern basis contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Liquidation basis accounting requires management to estimate and record the value of all transactions anticipated up until the date of liquidation, including any adjustments relating to the recoverability and classification of assets and liabilities. The liquidation basis of accounting is only used when it is reasonably certain that a business will terminate. These financial statements should be read in conjunction with the Company's audited financial statements as of and for the year ended December 31, 1999. NOTE 2 - REAL ESTATE SALES The Asset Sale to Value Enhancement closed on February 10, 2000. The Asset Sale included all real estate directly owned by the Company together with the interests of the Company in FSRT, L.P. The aggregate base purchase price for properties with a net book value of $110,317,000 was $131,500,000, reduced by $26,312,000 for existing debt, which was assumed by the Value Enhancement. A gain of $14,093,000 was recorded on the Asset Sale. The net proceeds of approximately $104,540,000 were paid to the Company in cash. NOTE 3 - CASH AND CASH EQUIVALENTS Cash and cash equivalents of $14,188,000 and $14,316,000 at September 30, 2000 and December 31, 1999, respectively, primarily consisted of U.S. Government Treasury Bills and mortgage-backed securities valued at amortized cost. Cash equivalents are defined as investments with original maturities of 90 days or less. NOTE 4 - RELATED PARTY AGREEMENTS The property management agreement with a related party has been terminated as a result of the closing of the Asset Sale. Effective January 1, 2000, the Company amended its advisory agreement with the Advisor to replace the asset management fee with a fixed quarterly fee of $50,000 for the quarter ended March 31, 2000 and $35,000 per quarter thereafter. Estimated future quarterly advisory fees through December 31, 2000 of $35,000 have been accrued as of September 30, 2000. NOTE 5 - OTHER ASSETS Included in Other assets as of September 30, 2000 is $2,708,000 that related to amounts deposited in escrow to secure certain limited representations and warranties made by the Company to Value Enhancement with respect to the Asset Sale. This amount was released from escrow on November 10, 2000. NOTE 6 - LITIGATION-UPDATE The Company was involved in shareholder litigation that it has previously reported: the "Hodge Lawsuit" and the "Vigneau Lawsuit. " In the Hodge Lawsuit, Herbert S. Hodge, Jr. on behalf of certain shareholders of Franklin Real Estate Income Fund (a predecessor of the Company, "FREIF"), filed a purported class action complaint on June 3, 1997 in the California Superior Court for San Mateo County against the Company, certain of its then current and former directors, Franklin Properties, Inc. (the "Advisor"), Franklin Resources, Inc. ("Franklin Resources") and Bear Stearns Co., Inc. The complaint alleged, among other things, that the defendants breached their fiduciary duties to the plaintiffs in connection with the merger of FREIF into the Company in May 1996. In the Vigneau Lawsuit, the Company was defending the former directors of Franklin Advantage Real Estate Income Fund (a predecessor of the Company, "Advantage"), who include the current directors of the Company, against a purported class action. This action on behalf of certain shareholders of Advantage was filed on December 2, 1996 in the California Superior Court for San Mateo County. Other defendants currently include the Advisor and Franklin Resources, Inc. The complaint alleged, among other things, that the defendants breached their fiduciary duties to the plaintiffs and other minority shareholders in connection with the purchase of an interest in Advantage by Franklin Resources in August 1994 and in connection with the merger of Advantage into the Company in May 1996. The Company and the defendants entered into written settlement agreements with the representative plaintiffs and their counsel in both cases to settle the cases on a class-wide basis. Both settlements are now final. NOTE 7 - DISTRIBUTIONS PAYABLE Distributions payable at September 30, 2000 represented amounts accrued based on cumulative distributions declared to date on shares of the Company's Series A common stock that remain unconverted by stockholders of FREIF and Advantage with respect to the Company's merger with FRIEF and Advantage in May 1996. NOTE 8 - LIQUIDATION ACCOUNTING ADJUSTMENTS In accordance with the liquidation basis of accounting, certain adjustments were made to the financial statements upon adoption of the liquidation basis during first quarter of 2000. These adjustments represent management's estimate of the expenses that will be incurred up to the date of the expected liquidation of the Company. No assurance can be given that the final costs will be in accordance with these estimates. Included in Other assets as of September 30, 2000, is $266,000 relating to accrued interest income from the Company's Cash and cash equivalents and Mortgage-backed securities through December 2000. The following is a summary of the accruals included within Other liabilities relating to liquidation events outstanding as of September 30, 2000: UTILIZED BALANCE AT QUARTER END BALANCE AT AMOUNTS IN THOUSANDS JUNE 30, 2000 SEPTEMBER 30, SEPTEMBER 30, 2000 2000 Liquidation adjustments Legal $(27) $398 $425 Related party 78 (39) 39 Property related 101 (57) 44 Accounting fees 48 (3) 45 Other 68 (22) 46 ---------------------------------------- Total liquidation expense adjustments $720 $(148) $572 ======================================== NOTE 9 - MINORITY INTEREST IN FSRT, L.P. In connection with the formation of FSRT, L.P., the limited partners of FSRT, L.P. were granted rights to convert their limited partner interests into shares of the Company's Series A common stock. On February 10, 2000, the limited partner converted its limited partner interests into 1,625,000 shares of Series A common stock. Following this conversion, FSRT, L.P is wholly-owned by the Company. FRANKLIN SELECT REALTY TRUST ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS INTRODUCTION The following discussion should be read in conjunction with Management's Discussion and Analysis of Financial Condition and Results of Operations included in the Company's 1999 Form 10-K. As described in Note 2 to the financial statements, the Company sold its real estate properties on February 10, 2000, in accordance with a vote of shareholders on January 25, 2000. The Company is now expected to be liquidated by the end of fiscal 2000. As a result, the Company has adopted liquidation basis accounting, which requires the accrual of all expected costs and revenues to the date of the liquidation. When used in the following discussion, the words "believes," "intends," "expects," "anticipates" and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties which could cause actual results to differ materially from those projected, including, but not limited to, those set forth in the section entitled "Risk Factors Relating to the Asset Sale and the Dissolution Plan," below. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof. The Company undertakes no obligation to publicly release any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. RESULTS OF OPERATIONS COMPARISON OF THE THREE- AND NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2000 AND 1999 The financial statements for the periods ended September 30, 2000 were prepared using the liquidation basis of accounting which differs from the going concern basis of accounting used to prepare the financial statements for the periods ended September 30, 1999. See Note 1 to the accompanying financial statements. Accordingly, the Company did not earn revenues or incur expenses during the three months ended September 30, 2000, since all costs and expected revenues to liquidate the Company were estimated in the first quarter of 2000, and were reflected in the Company's results for the quarter ended March 31, 2000. See Note 8 to the accompanying financial statements. Total revenue for the three- and nine-month periods ended September 30, 2000 decreased $3,889,000 and $8,493,000, respectively, when compared to the same periods a year ago. Rental revenue in the periods ended September 30, 2000 was substantially earned in the period between January 1, 2000 and February 10, 2000, the date of the Asset Sale. In the three-month period ended September 30, 2000 rental revenues of $27,000 were received and recorded in respect of a former tenant of one of the buildings sold in the Asset Sale. No rental revenues were accrued as part of the liquidation adjustments and therefore revenues were recorded in the current period. Investment income in the nine-month period ended September 30, 2000 represents earned and anticipated revenues to the date of expected final liquidation in December 2000. Total expenses for the three- and nine-month periods ended September 30, 2000 decreased $3,250,000 and $6,301,000, respectively, when compared to the same periods a year ago. Property operating, Interest and Depreciation costs in the current year were incurred during the period January 1, 2000 to February 10, 2000. Related party and General and administrative expenses for the nine-month period represent the amounts that the Company is expected to incur during the liquidation phase. General and administrative expenses for the three-month and nine-month periods ended September 30, 2000, decreased $307,000 and increased $855,000, respectively, when compared to the same periods a year ago. This decrease was primarily due to the sale of the Company's remaining properties, and anticipated liquidation, as discussed in Note 8 to the financial statements. LIQUIDITY AND CAPITAL RESOURCES The Company's cash and cash equivalents were $14,188,000 at September 30, 2000 as compared to $14,316,000 at December 31, 1999. Substantially all of these funds were invested in U.S. Treasury securities and mortgage-backed with original maturities of 90 days or less. During the nine months ended September 30, 2000, the Company received net proceeds from the Asset Sale of $104,540,000 and paid distributions to stockholders of $100,187,000, including the initial distribution of approximately $98,654,000 or $7.11 per share of Series A common stock outstanding. It is expected that stockholders of record holding Series A common stock will also receive a final liquidating distribution before the end of the calendar year. This final distribution is subject to expiration of the limited representations and warranties described in Risk Factors below. It is not expected that any interim or quarterly distribution will be declared or paid before the final liquidating distribution. RISK FACTORS RELATING TO THE ASSET SALE AND THE DISSOLUTION PLAN LIQUIDATION OF THE COMPANY The Company has sold all of its remaining properties and is now in its liquidation phase. Hereafter, the Company will continue to wind up its affairs pursuant to the Plan of Liquidation, as approved by shareholders on January 25, 2000. During this phase, the Company will continue to incur general and administrative expenses for legal, accounting, and other professional fees, directors and officers insurance coverage, advisory and directors fees, and other costs of operating the Company and winding up its affairs. Those revenues and expenses have been estimated and accrued in these financial statements, but there can be no assurance that the final costs will be in accordance with those estimates. LITIGATION The Company was involved in shareholder litigation as described in Note 6 to the accompanying financial statements. The settlements in both the Hodge and Vigneau Lawsuits are now final. FRANKLIN SELECT REALTY TRUST PART II - OTHER INFORMATION ITEM1. LEGAL PROCEEDINGS The Company was involved in shareholder litigation that it has previously reported: the "Hodge Lawsuit" and the "Vigneau Lawsuit. " In the Hodge Lawsuit, Herbert S. Hodge, Jr. on behalf of certain shareholders of Franklin Real Estate Income Fund (a predecessor of the Company, "FREIF"), filed a purported class action complaint on June 3, 1997 in the California Superior Court for San Mateo County against the Company, certain of its then current and former directors, Franklin Properties, Inc. (the "Advisor"), Franklin Resources, Inc. ("Franklin Resources") and Bear Stearns Co., Inc. The complaint alleged, among other things, that the defendants breached their fiduciary duties to the plaintiffs in connection with the merger of FREIF into the Company in May 1996. In the Vigneau Lawsuit, the Company was defending the former directors of Franklin Advantage Real Estate Income Fund (a predecessor of the Company, "Advantage"), who include the current directors of the Company, against a purported class action. This action on behalf of certain shareholders of Advantage was filed on December 2, 1996 in the California Superior Court for San Mateo County. Other defendants currently include the Advisor and Franklin Resources, Inc. The complaint alleged, among other things, that the defendants breached their fiduciary duties to the plaintiffs and other minority shareholders in connection with the purchase of an interest in Advantage by Franklin Resources in August 1994 and in connection with the merger of Advantage into the Company in May 1996. The Company and the defendants entered into written settlement agreements with the representative plaintiffs and their counsel in both cases to settle the cases on a class-wide basis. Both settlements are now final. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits: Exhibit NO. LIST OF EXHIBITS FOOTNOTE ------- ---------------- -------- 3.1 Amended and Restated Articles of Incorporation (1) 3.2 Second Amended and Restated Bylaws of Franklin Select Realty Trust (2) 10.1 Amended and Restated Advisory Agreement (3) 10.2 Property Management Agreement (4) 10.3 Agreement of Limited Partnership of FSRT, L.P. between the Company and (5) Northport Associates No. 18, a California limited liability company, dated as October 30, 1996. 10.4 Contribution Agreement, dated as of October 30, 1996, between FSRT, L.P., (5) the Company, Northport Associates No. 18, a California limited liability company, and the members of Northport Associates No. 18. 10.5 Exchange Rights Agreement, dated as of October 30, 1996, among the Company, (5) FSRT L.P., and Northport Associates No. 18, a California limited liability company. 10.6 Registration Rights Agreement, dated as of October 30, 1996, among the (5) Company and Northport Associates No. 18, a California limited liability company. 10.7 Secured line of credit loan agreement, dated December 10, 1996, by and between the Company and Bank of America. (6) 10.8 Lease agreement dated July 9, 1999, by and between the Company and Sybron Laboratory Products Corporation (7) 10.9 Purchase Agreement dated as of October 12, 1999, by and among the Company, FSRT, L.P., the limited partners of FSRT L.P., and Value Enhancement Fund III, LLC. (8) 10.10 Purchase of Conversion Rights Agreement dated as of October 12, 1999 between the Company and the limited partners of FSRT, L.P. (8) 10.11 Amended and Restated Advisory Agreement. (9) 27.1* Financial data schedule * Filed herewith.
FOOTNOTES --------- (1) Documents were filed in the Company's Form 10-Q for the quarter ended March 31, 1999 and are incorporated herein by reference. (2) Documents were filed in the Company's Form S-4 Registration Statement, dated November 13, 1995, (Registration No. 033-64131), and are incorporated herein by reference. (3) Documents were filed in the Company's Form 10-K for the year ended December 31, 1998, and are incorporated herein by reference. (4) Documents were filed in the Company's Form 10-K for the year ended December 31, 1994, and are incorporated herein by reference. (5) Documents were filed in the Company's Form 8-K, dated October 31, 1996, and are incorporated herein by reference. (6) Documents were filed in the Company's Form 10-K, for the year ended December 31, 1996, and are incorporated herein by reference. (7) Documents were filed in the Company's Form 10-Q for the quarter June 30, 1999 and are incorporated herein by reference. (8) Documents were filed in the Company's Form 8-K dated October 12, 1999, and are incorporated herein by reference. (9) Documents were filed in the Company's Form 10-Q for the quarter ended March 31, 2000 and are incorporated herein by reference. (b) Reports filed on Form 8-K During the quarter ended September 30, 2000, the Company did not file any reports on Form 8K.
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 thereunto duly authorized. FRANKLIN SELECT REALTY TRUST By: /S/ DAVID P. GOSS ----------------------- David P. Goss Chief Executive Officer Date: NOVEMBER 14, 2000 ---------------------- EX-27 2 0002.txt
5 THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM REGISTRANT'S FINANCIAL STATEMENTS FOR THE QUARTER ENDED SEPTEMBER 30, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 9-MOS DEC-31-2000 SEP-30-2000 14,188 260 3,025 0 0 17,473 0 0 17,473 622 0 0 0 121,440 (104,589) 17,473 0 3,405 0 3,246 0 0 180 14,252 0 0 0 0 0 14,252 1.05 1.05
-----END PRIVACY-ENHANCED MESSAGE-----