-----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, POb0CoPsMDZR/8Mffb40aVAQPyAyvQZLR+f3yVVX2jCZXD0LiQMMKCDU9QPxW7dL QrYhMrGi4blEq6bMXkpJhA== 0000845613-98-000004.txt : 19980812 0000845613-98-000004.hdr.sgml : 19980812 ACCESSION NUMBER: 0000845613-98-000004 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980630 FILED AS OF DATE: 19980810 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: FRANKLIN SELECT REALTY TRUST CENTRAL INDEX KEY: 0000845613 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [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: 98680809 BUSINESS ADDRESS: STREET 1: 1800 GATEWAY DR - STE 200 CITY: SAN MATEO STATE: CA ZIP: 94404 BUSINESS PHONE: 4153122000 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 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 JUNE 30, 1998 ----------------------------------------------- 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 June 30, 1998, Series A: 12,250,373 Common Stock Shares Outstanding as of June 30, 1998, Series B: 745,584 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS FRANKLIN SELECT REALTY TRUST CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 1998 AND DECEMBER 31, 1997 Unaudited (In thousands, except per share amounts) 1998 1997 - ------------------------------------------------------------------------------- ASSETS Real Estate Rental property: Land $38,787 $38,787 Buildings and improvements 111,841 110,733 -------------------- 150,628 149,520 Less: accumulated depreciation 22,568 20,817 -------------------- 128,060 128,703 Rental property held for sale, net of accumulated 8,045 12,395 depreciation -------------------- Real estate, net 136,105 141,098 Cash and cash equivalents 2,193 3,821 Mortgage-backed securities, available for sale 451 501 Deferred rent receivable 1,895 1,863 Deferred costs and other assets 2,493 2,814 ==================== Total assets $143,137 $150,097 ==================== - ------------------------------------------------------------------------------- LIABILITIES AND STOCKHOLDERS' EQUITY Notes and bonds payable $36,338 $42,487 Tenant deposits, accounts payable and accrued expenses 1,258 1,391 Distributions payable 1,595 1.645 --------------------- Total liabilities 39,191 45,523 --------------------- Minority interest 9,220 9,258 --------------------- Commitments and contingencies - - Stockholders' equity: Common stock, Series A, without par value; stated value $10 per share; 50,000 shares authorized; 12,250 issued and outstanding 103,161 103,161 Common stock, Series B, without par value; stated value $10 per share; 1,000 shares authorized; 746 issued and outstanding 6,294 6,294 Accumulated other comprehensive income (30) (28) Accumulated distributions in excess of net income (14,699) (14,111) --------------------- Total stockholders' equity 94,726 95,316 ===================== Total liabilities and stockholders' equity $143,137 $150,097 ===================== The accompanying notes are an integral part of these consolidated financial statements.
FRANKLIN SELECT REALTY TRUST CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (Unaudited) THREE MONTHS ENDED SIX MONTHS ENDED JUNE 30, June 30, JUNE 30, June 30, (In thousands, except per share amounts) 1998 1997 1998 1997 - ---------------------------------------------- ------------ ------------ ----------- ----------- REVENUE: Rent $4,788 $4,450 $9,321 $8,546 Interest, dividends and other 44 52 104 88 ------------ ------------ ----------- ----------- Total revenue 4,832 4,502 9,425 8,634 ------------ ------------ ----------- ----------- EXPENSES: Property operating 1,016 1,019 1,925 1,848 Interest 824 733 1,677 1,325 Related party 388 372 764 709 General and administrative 254 140 525 302 Depreciation and amortization 1,021 982 2,014 1,954 ------------ ------------ ----------- ----------- Total expenses 3,503 3,246 6,905 6,138 ------------ ------------ ----------- ----------- Operating income before gain on sale of property and minority interest 1,329 1,256 2,520 2,496 Gain on sale of property - - 170 - ------------ ------------ ----------- ----------- Operating income before minority interest 1,329 1,256 2,690 2,496 Minority interest 177 161 338 322 ============ ============ =========== =========== NET INCOME $1,152 $1,095 $2,352 $2,174 ============ ============ =========== =========== Unrealized gain (loss) on mortgage-backed securities - 10 (2) 8 ============ ============ =========== =========== Total comprehensive income $1,152 $1,105 $2,350 $2,182 ============ ============ =========== =========== Net income per share, based on the weighted average shares outstanding of Series A common stock of 12,250 for the three- and six-month periods ended June 30, 1998, and 1997, respectively $ .09 $ .09 $ .19 $ .18 ============ ============ =========== =========== Distributions per share, based on the weighted average shares outstanding of Series A common stock of 12,250 for the three- and six-month periods ended June 30, 1998 and 1997, respectively $.12 $ .11 $ .24 $ .22 ============ ============ =========== =========== The accompanying notes are an integral part of these consolidated financial statements.
FRANKLIN SELECT REALTY TRUST CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997 Unaudited (In thousands) 1998 1997 - ----------------------------------------------------------------- -------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: NET INCOME $2,352 $2,174 -------- ---------- Adjustments to reconcile net income to net cash Provided by operating activities: Depreciation and amortization 2,108 2,036 Gain on sale of property (170) - Minority interest 338 322 (Increase) decrease in deferred rent receivable (32) 17 Decrease (increase) in other assets 218 (143) (Decrease) increase in accounts payable, accrued expenses and other liabilities (171) 45 -------- ---------- 2,291 2,277 -------- ---------- NET CASH PROVIDED BY OPERATING ACTIVITIES 4,643 4,451 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from sale of real estate 4,471 - Acquisition of rental property - (12,613) Improvements to real estate (1,135) (121) Leasing commissions paid (178) (190) Disposition of mortgage-backed securities 48 29 -------- ---------- NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES 3,206 (12,895) -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Borrowings under notes and bonds payable - 15,178 Repayment of notes and bonds payable (6,149) (2,470) Payment of loan costs - (3) Distributions paid to limited partners (338) (298) Distributions paid to stockholders (2,990) (2,657) -------- ---------- NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES (9,477) 9,750 -------- ---------- NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (1,628) 1,306 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3,821 2,558 -------- ---------- CASH AND CASH EQUIVALENTS, END OF PERIOD $2,193 $3,864 ======== ========== The accompanying notes are an integral part of these consolidated financial statements.
FRANKLIN SELECT REALTY TRUST NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 1998 Unaudited NOTE 1 - BASIS OF PRESENTATION The accompanying unaudited interim consolidated 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. All adjustments are of a normal recurring nature. Certain prior year amounts have been reclassified to conform to current year presentations. These financial statements should be read in conjunction with the Company's audited financial statements as of, and for the year ended, December 31, 1997. NOTE 2 - NET INCOME PER SHARE In October 1997, 1,625,000 limited partnership units (the "FSRT Units") became eligible for exchange into a like number of Series A common shares in the Company in accordance with the partnership agreement of FSRT. None of the partnership units have been exchanged for common stock. The convertible partnership units are deemed anti-dilutive and consequently there is no difference between basic and diluted net income per share. NOTE 3 - SALE OF REAL ESTATE On January 21, 1998, the Company sold a 12.5-acre parcel of undeveloped land that was acquired in June 1997. Net proceeds of $4,471,000 were received and of that amount approximately $4,100,000 was applied to the outstanding balance of the Company's Notes and bonds payable and the remainder was retained by the Company. NOTE 4 - LITIGATION The Company is currently defending the former directors of Franklin Advantage Real Estate Income Fund ("Advantage") against a purported class action complaint filed in the California Superior Court for San Mateo County on December 2, 1996 by two stockholders for themselves and purportedly on behalf of certain other minority stockholders of Advantage. Other defendants to the complaint currently include Franklin Resources, Inc. and the Company's advisor, Franklin Properties, Inc. The complaint alleges that defendants breached fiduciary duties to plaintiffs and other minority stockholders in connection with the purchase by Franklin Resources, Inc. in August 1994 of a 46.6% interest in Advantage and in connection with the Merger of Advantage into the Company in May 1996, which was approved by a majority of the outstanding shares of each of the three companies. Plaintiffs also allege that defendants misstated certain material facts or omitted to state material facts in connection with these transactions. The complaint includes a variety of additional claims, including claims relating to the investment of Advantage assets, the suspension of the dividend reinvestment program, the allocation of merger-related expenses, revisions to the investment policies of Advantage, and the restructuring of the contractual relationship with the Advisor. Plaintiffs seek damages in an unspecified amount and certain equitable relief. The defendants deny any wrongdoing in these matters and intend to vigorously defend the action. As a result of the pleadings filed by the various defendants, the plaintiffs have filed an amended complaint to address the court's response to such filings. Defendants are challenging the legal sufficiency of certain aspects of the complaint. Document production by the defendants is currently in progress. FRANKLIN SELECT REALTY TRUST NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 1998 Unaudited NOTE 4 - LITIGATION (CONTINUED) On June 3, 1997, Herbert S. Hodge, Jr., on behalf of himself and certain other shareholders of Franklin Real Estate Income Fund ("FREIF"), filed an alleged class action complaint in the California Superior Court for San Mateo County against the Company, certain of its directors, the Company's advisor, Franklin Properties, Inc., Franklin Resources, Inc., and Bear Stearns Co., Inc. The complaint alleges that defendants breached fiduciary duties to plaintiff and certain other shareholders in connection with the merger of FREIF into Franklin Select Realty Trust in May 1996. Plaintiff also alleges that defendants misstated certain material facts or omitted to state material facts in connection with this transaction. Plaintiff seeks damages in an unspecified amount. The defendants deny any wrongdoing in these matters and intend to vigorously defend the action. Plaintiff has filed an amended complaint. Defendants are challenging the legal sufficiency of certain aspects of the complaint. Document production by the defendants is currently in progress. Management does not believe that the outcome of these matters will have a material adverse effect on the Company's financial condition, results of operations or cash flows. NOTE 5 - STATEMENTS OF FINANCIAL ACCOUNTING STANDARDS During fiscal 1998, the Company has adopted Statement of Financial Accounting Standards No. 130 "Reporting Comprehensive Income" ("FAS 130"). FAS 130 establishes the disclosure requirements for reporting comprehensive income in an entity's annual and interim financial statements and became effective for the Company in the current fiscal year. Comprehensive income includes unrealized gains and losses on securities previously reported by the Company as a component of stockholders' equity. The Company is now required to show comprehensive income in a financial statement and display the accumulated balance of other comprehensive income separately in the equity section of the consolidated balance sheet. NOTE 6 - SUBSEQUENT EVENT On July 1, 1998, the Company sold Carmel Mountain Gateway Plaza, a rental property classified as held for sale in the balance sheet as of June 30, 1998. Sales proceeds of $8,900,000 were received and of that amount approximately $8,600,000 was applied to the outstanding balance of the Company's Notes and bonds payable and the remainder was retained by the Company. Gain from sale of the property amounted to approximately $382,000. FRANKLIN SELECT REALTY TRUST ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS INTRODUCTION When used in the following discussion, the words "believes," "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 "Potential Factors Affecting Future Operating Results," 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 SIX-MONTH PERIODS ENDED JUNE 30, 1998 AND 1997 Total revenue for the three- and six-month periods ended March 31, 1998 increased $330,000, or 7%, and $791,000, or 9%, respectively, when compared to the same periods in 1997. These increases were primarily due to rental revenue provided by the Hathaway and Tanon Buildings acquired in 1997. Total expenses for the three- and six-month period ended March 31, 1998 increased $257,000, or 8%, and $767,000, or 12%, respectively, when compared to the same periods in 1997. The increase for both periods reported was a result of additional operating expenses primarily related to the acquisition of the Hathaway and Tanon Buildings. General and administrative expenses for the three-month and six-month periods ended June 30, 1998, increased $114,000, or 81%, and $223,000, or 74%, respectively, when compared to the same periods in 1997. The increases were primarily the result of legal fees incurred with respect to the pending legal actions that are described in Note 3 to the accompanying financial statements and with respect to a comprehensive review of the alternatives available to the Company to maximize shareholder value. The increase in net income for the three- and six-month periods under review was primarily due to changes in revenues and expenses described above and also the gain recorded on the sale of a parcel of undeveloped land in January 1998. FRANKLIN SELECT REALTY TRUST ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) LIQUIDITY AND CAPITAL RESOURCES At June 30, 1998, cash and cash equivalents aggregated $2,193,000. The Company believes this amount is adequate to meet its short-term operating cash requirements. The Company also holds $451,000 in mortgage-backed securities and has access to a revolving line of credit in the amount of $25 million, of which $17.9 remains available as of June 30, 1998. At June 30, 1998, the outstanding balance under the Company's line of credit was $7.1 million. Borrowings under the line of credit bear interest at the London Interbank Offered Rate (LIBOR) plus 1.90%, or at Bank of America's Reference Rate at the Company's option. At June 30, 1998, the weighted average interest rate of borrowings under the line of credit was 7.8%. During the period, the Company paid off the Glen Cove loan in the amount of $1.8 million using cash reserves. In July 1998, the Company paid down $6,300,000 of the outstanding balance on its line of credit and $2,300,000 on other debt secured by the property from the proceeds received from the sale of Carmel Mountain Gateway Plaza as described in Note 6 to the accompanying financial statements. Net cash provided by operating activities for the six-month period ended June 30, 1998 was $4,643,000. The increase in this cash flow when compared to the same period in the prior year was primarily attributable to the changes in revenues and expenses discussed above. The changes in net cash provided by investing and financing activities during the six-month period ended June 30, 1998 primarily resulted from the sale of a parcel of undeveloped land in January 1998 and repayment of Company notes and bonds payable. Management continues to evaluate properties for acquisition by the Company. The Company expects to fund the cost of acquisitions, capital expenditures, costs associated with lease renewals and reletting of space, repayment of indebtedness, and development of properties from (i) cash flow from operations, (ii) borrowings under its line of credit and, if available, other indebtedness (which may include indebtedness assumed in acquisitions), and (iii) the issuance of partnership interests in connection with acquisitions. The Company's operating cash flow has been its principal source of capital for minor property improvements, leasing costs and the payment of quarterly distributions. The Special Committee of the Board of Directors is continuing its review of the strategic alternatives available to the Company. Management does not believe that the outcome of the litigation described in Note 4 to the accompanying financial statements will have a materially adverse effect on the Company's financial condition, results of operations, or cash flows. FRANKLIN SELECT REALTY TRUST ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) LIQUIDITY AND CAPITAL RESOURCES (Continued) Management believes that the Company's sources of capital as described under Liquidity and Capital Resources are adequate to meet its liquidity needs in the foreseeable future. IMPACT OF INFLATION The Company's policy of negotiating leases which incorporate operating expense "pass-through" provisions is intended to protect the Company against increased operating costs resulting from inflation. CASH DISTRIBUTION POLICY Distributions are declared quarterly at the discretion of the Board of Directors. The Company's present distribution policy is to at least annually evaluate the current distribution rate in light of anticipated tenant turnover over the next two or three years, the estimated level of associated improvements and leasing commissions, planned capital expenditures, any debt service requirements and the Company's other working capital requirements. After balancing these considerations, and considering the Company's earnings and cash flow, the level of its liquid reserves and other relevant factors, the Company seeks to establish a distribution rate which: i) provides a stable distribution which is sustainable despite short-term fluctuations in property cash flows; ii) maximizes the amount of cash flow paid out as distributions consistent with the above listed objective; and iii) complies with the Internal Revenue Code requirement that a REIT annually pay out as distributions not less than 95% of its taxable income. During the six month period ended June 30, 1998, the Company declared distributions related to the Series A common stock totaling $2,940,000. FUNDS FROM OPERATIONS The Company considers funds from operations to be a useful measure of the operating performance of an equity REIT because, together with net income and cash flows, funds from operations provides investors with an additional basis to evaluate the ability of a REIT to support general operating expense and interest expense before the impact of certain activities, such as gains and losses from property sales and changes in the accounts receivable and accounts payable. However, it does not measure whether income is sufficient to fund all of the Company's cash needs including principal amortization, capital improvements and distributions to stockholders. Funds from operations should not be considered an alternative to net income or any other GAAP measurement of performance, as an indicator of the Company's operating performance or as an alternative to cash flows from operating, investing or financing activities as a measure of liquidity. As defined by the National Association of Real Estate Investment Trusts, funds from operations is net income (computed in accordance with GAAP), excluding gains or losses from debt restructuring and sales of property, plus depreciation and amortization, and after adjustment for unconsolidated joint ventures. The Company reports funds from operations in accordance with the revised NAREIT definition. The measure of funds from operations as reported by the Company may not be comparable to similarly titled measures of other companies that follow different definitions. FRANKLIN SELECT REALTY TRUST ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) LIQUIDITY AND CAPITAL RESOURCES (Continued) FUNDS FROM OPERATIONS (Continued) For the Six Months Ended June 30, (In thousands) 1998 1997 - ---------------------------------------------------------------- Net income $2,352 $2,174 Add: Depreciation and amortization 2,014 1,954 Less: Gain on sale of property (170) - - ---------------------------------------------------------------- Funds from Operations $4,196 $4,128 ================================================================ The primary difference between the periods reflects the changes in net income as discussed under "Results of Operations". POTENTIAL FACTORS AFFECTING FUTURE OPERATING RESULTS LEASING TURNOVER In connection with any lease renewal or new lease, the Company typically incurs costs for tenant improvements and leasing commissions which will be funded first from operating cash flow and, if necessary, from cash reserves or the line of credit. In addition, while the Company has historically been successful in renewing and releasing space, the Company will be subject to the risk that leases expiring in the future may be renewed or released at terms that are less favorable than current lease terms. LEASING TURNOVER - DATA GENERAL BUILDING Over the next twelve months, the Company's greatest leasing exposure consists of one lease at the Data General Building covering approximately 34,000 square feet, which expires in January 1999. The tenant has announced its intention to vacate the property at that time. The lease carries a triple net rental rate that is equivalent to approximately $34.50 per square foot on a full service basis. Compared to the estimated current market rate of approximately $22.80 per square foot, this lease provides over-market rent of approximately $397,000 annually, or 2% of the Company's current annual revenue based on annualizing the total revenue for the six months ended June 30, 1998. It is not possible to predict the market rental rate in 1999; however, the Company expects that when this lease expires, the rental income related to this space will be less than $34.50 per square foot. The Company will also incur costs for tenant improvements and leasing commissions related to the re-leasing of the space, however, the amounts are unknown at this time. YEAR 2000 The Company is in the process of assessing the impact of Year 2000 issues on its computer systems and applications. At this time, management believes that the costs associated with resolving these issues will not have a material effect on the Company's financial statements.
FRANKLIN SELECT REALTY TRUST PART II - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits: Exhibit NO. LIST OF EXHIBITS FOOTNOTE --------- ---------------- -------- 3.1 Articles of Incorporation (1) 3.2 First Amendment to Articles of Incorporation (2) 3.2a Second Amended and Restated Bylaws of Franklin Select Realty Trust (2) 10.1 Amended and Restated Advisory Agreement 10.2 Property Management Agreement (3) 10.3 Agreement of Limited Partnership of FSRT, L.P. between the Company and (4) 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., (4) 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, (4) 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 (4) 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. FOOTNOTES --------- (1) Documents were filed in the Company's Form S-11 Registration Statement, dated March 30, 1989 (Registration No. 033-26562) 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, 1994, and are incorporated herein by reference. (4) Documents were filed in the Company's Form 8-K, dated October 31, 1996, and are incorporated herein by reference. (b) Reports on Form 8-K - None
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: AUGUST 6, 1998 EX-27.B-1 2
5 THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM REGISTRANT'S FINANCIAL STATEMENTS FOR THE QUARTER ENDED JUNE 30, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 6-MOS DEC-31-1998 JUN-30-1998 2,193 451 4,388 0 0 7,032 158,673 22,568 143,147 2,853 36,338 0 0 103,161 (8,435) 143,147 0 9,595 0 5,566 0 0 1,677 2,352 0 0 0 0 0 2,352 0.19 0.19
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