-----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, V4Q6PAAT4LRBLvcDWOCJPrB+NFLvOTNcsSvowzBkzoThf5LAG7veGNUVVxCUO/RD jrTNuh42naq4l59iBbGZwg== 0001116679-06-000065.txt : 20060106 0001116679-06-000065.hdr.sgml : 20060106 20060106163920 ACCESSION NUMBER: 0001116679-06-000065 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060102 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060106 DATE AS OF CHANGE: 20060106 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEXINGTON CORPORATE PROPERTIES TRUST CENTRAL INDEX KEY: 0000910108 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 133717318 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12386 FILM NUMBER: 06516948 BUSINESS ADDRESS: STREET 1: 355 LEXINGTON AVE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2126927260 MAIL ADDRESS: STREET 1: 355 LEXINGTON AVE STREET 2: 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: LEXINGTON CORPORATE PROPERTIES INC DATE OF NAME CHANGE: 19930816 8-K 1 l8k.htm

 

 

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)

  January 2, 2006

 

Lexington Corporate Properties Trust

(Exact Name of Registrant as Specified in Its Charter)

 

Maryland

(State or Other Jurisdiction of Incorporation)

 

1-12386

13-3717318

(Commission File Number)

(IRS Employer Identification No.)

 

One Penn Plaza, Suite 4015

 

New York, New York

10119-4015

(Address of Principal Executive Offices)

(Zip Code)

 

(212) 692-7200

(Registrant’s Telephone Number, Including Area Code)

 

 

(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 (see General Instruction A.2. below):

 

 

|_|

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 8.01 Other Events

On January 5, 2006, Lexington Corporate Properties Trust issued a press release announcing, among other matters, (i) its 2005 fourth quarter transaction activity and 2005 acquisition volume, (ii) that it has informed the holder of the non-recourse mortgage on its Milpitas, California property that it will no longer make debt service payments as a result of a vacancy caused by the expiration of the lease on this property in December, 2005; and (iii) that its Board of Trustees authorized a share repurchase program of up to two million of its common shares and operating partnership units. Additional details with respect to each of these disclosures, including without limitation potential financial statement implications, are set forth in the press release, a copy of which is attached as Exhibit 99.1.

 

Item 9.01.

Financial Statements and Exhibits

 

 

(a)

Not applicable

 

(b)

Not applicable

 

(c)

Exhibits

 

99.1

Press release issued on January 5, 2006.

 

 


 

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.

Lexington Corporate Properties Trust

 

 

Date: January 6, 2006

By:  /s/Patrick Carroll                                                   

 

Patrick Carroll

 

 

Chief Financial Officer

 

 

 

 


 

Exhibit Index

 

Exhibit Number

Description

99.1

Press release issued on January 5, 2006.

 

 

 

 

 

 EX-99 2 ex99-1.txt EX.. 99.1 Exhibit 99.1 [FINANCIAL RELATIONS BOARD LOGO] [NEWS LOGO] RE: LEXINGTON CORPORATE PROPERTIES TRUST ONE PENN PLAZA SUITE 4015 NEW YORK, NY 10119 FOR FURTHER INFORMATION: AT THE COMPANY: AT FINANCIAL RELATIONS BOARD: Patrick Carroll Claire Koeneman Tim Grace Chief Financial Officer Analyst Inquiries Media Inquiries (212) 692-7200 (312) 640-6745 (312) 640-6667 FOR IMMEDIATE RELEASE THURSDAY, JANUARY 5, 2006 LEXINGTON CORPORATE PROPERTIES TRUST ANNOUNCES 2005 FOURTH QUARTER TRANSACTION ACTIVITY AND 2005 ACQUISITION VOLUME New York, NY - January 5, 2006 - Lexington Corporate Properties Trust ("Lexington") (NYSE:LXP), a real estate investment trust, today announced transaction activity completed during the quarter ended December 31, 2005 and 2005 acquisition volume. Acquisitions Lexington announced that, during the quarter, it and its affiliated joint venture programs acquired five properties for an aggregate purchase price of approximately $75.9 million. Two of these properties were acquired directly by Lexington at an aggregate cost of approximately $18.9 million. Annual net rental revenues from these properties are approximately $1.7 million, or approximately 9.0% of the purchase price. The aggregate purchase price of the properties acquired by the joint ventures was approximately $57.0 million, approximately 28% of which is Lexington's proportionate share. Annual net rental revenues from the joint venture properties are approximately $4.8 million, or approximately 8.4% of the purchase price. Two of the three joint venture properties were acquired by newly-formed Lexington Strategic Asset Corp. for approximately $25.0 million. In connection with the joint venture acquisitions, Lexington Realty Advisors, Inc. earned acquisition fees of approximately $0.2 million. These acquisitions bring Lexington's 2005 acquisition volume to 43 properties for an aggregate purchase price of approximately $1.1 billion. Eighteen of these properties, with an aggregate purchase price of approximately $573.1 million, were acquired by the joint ventures. MORE LEXINGTON CORPORATE PROPERTIES TRUST ADD 1 Mortgage Investment Lexington announced that it invested approximately $23.0 million for a subordinated undivided interest in a mortgage note secured by five properties which Lexington leases to Dana Corporation. The undivided interest was acquired at an approximate 23.3% discount to the outstanding face principal amount of approximately $30.0 million. Dispositions Lexington announced that it sold three properties during the quarter for $21.5 million. The sold properties, which were all owned directly by Lexington, are a vacant warehouse in Mansfield, Ohio, a health club in Phoenix, Arizona and a research and development facility in San Diego, California. In connection with the property sales, Lexington expects to report an aggregate gain of approximately $4.9 million before a debt satisfaction charge of approximately $0.7 million relating to one of the sales. Financing Proceeds Lexington announced that, during the fourth quarter, it obtained approximately $73.9 million of non-recourse mortgage debt at an average fixed rate of approximately 5.46%. Approximately $20.9 million of the financing is secured by two properties owned directly by Lexington with the balance secured by joint venture properties. One of the loans obtained by Lexington, in an amount of approximately $10.9 million, was used to refinance approximately $7.1 million of mortgage debt on Lexington's Dubuque, Iowa property, which is leased to The McGraw Hill Companies. This refinancing reduced Lexington's equity investment in this property from approximately $4.2 million to approximately $0.8 million. In connection with the early debt repayment, Lexington incurred a charge of approximately $0.2 million. Milpitas, California Loan Status Lexington announced that it has informed the holder of the non-recourse mortgage on its Milpitas, California property that it will no longer make debt service payments as a result of a vacancy caused by the expiration of the lease on this property in December, 2005. As a result of this decision, Lexington will record an impairment charge of approximately $12.1 million in the fourth quarter of 2005, which is equal to the difference between this property's net book value (approximately $17.3 million) and Lexington's estimate of its fair market value (approximately $5.2 million). Any adjustment made to the approximately $11.1 million owed by Lexington, which is net of $0.9 million in escrow deposits, will be recognized as a debt satisfaction gain in the period it occurs. Lexington is exploring its options with respect to this property, which include a conveyance of this property to the lender. This would result in a debt satisfaction gain of approximately $5.9 million. While the gain would be recognized in a later period, Lexington expects the overall result to consist of a net charge of approximately $6.2 million. Employee Severance Charge Lexington announced that it would take a charge of approximately $0.4 million in the fourth quarter of 2005 relating to the departure of five employees. MORE LEXINGTON CORPORATE PROPERTIES TRUST ADD 2 Share Repurchase Authorization Finally, Lexington announced that its Board of Trustees has authorized the repurchase of up to two million of its common shares and operating partnerships units pursuant to a share repurchase program. This share repurchase program replaces the previous repurchase authorization. Comments From Management T. Wilson Eglin, Lexington's Chief Executive Officer, said "During the fourth quarter, as expected, our acquisition activity slowed down considerably. Nevertheless, we were able to source and close on favorable investments as indicated by the approximately 8.6 % GAAP cap rate achieved on our acquisitions. In addition, we made an investment in five of our debt obligations at a substantial discount to the amount we borrowed in the third quarter of 2005. During this period when the acquisition market is so highly competitive, we will continue to be highly selective as we pursue growth opportunities and will stay active on the disposition front as part of our strategy to maximize value. We began to see the benefits of this approach in the fourth quarter with realized aggregate gains of approximately $4.9 million. We were also pleased to further strengthen our balance sheet by obtaining additional long-term, fixed rate non-recourse mortgage debt on what we believe to be very advantageous terms. The decision to no longer make debt service payments on the non-recourse loan secured by our Milpitas, California property reflects the unfortunate reality of the significant decline in real estate values in that particular location and our unwillingness to invest additional capital in the property when the true value of the property is severely below the balance on the non-recourse mortgage." Mr. Eglin added, "During 2006, we expect to continue to execute Lexington's business plan and the business plan of its joint venture programs, including Lexington Strategic Asset Corp. We believe that this will result in improved long-term growth potential for our portfolio while enhancing net asset value per share." About Lexington Lexington is a real estate investment trust that owns and manages office, industrial and retail properties net-leased to major corporations throughout the United States and provides investment advisory and asset management services to investors in the net lease area. Lexington common shares closed Thursday, January 5, 2006 at $22.05 per share. Lexington pays an annualized dividend of $1.44 per share. Additional information about Lexington is available at http://www.lxp.com. This release contains certain forward-looking statements which involve known and unknown risks, uncertainties or other factors not under Lexington's control which may cause actual results, performance or achievements of Lexington to be materially different from the results, performance, or other expectations implied by these forward-looking statements. These factors include, but are not limited to, those factors and risks detailed in Lexington's periodic filings with the Securities and Exchange Commission. Lexington undertakes no obligation to publicly release the results of any revisions to those forward-looking statements which may be made to reflect events or circumstances after the occurrence of unanticipated events. Accordingly, there is no assurance that Lexington's expectations will be realized. Transaction Summary Follows MORE LEXINGTON CORPORATE PROPERTIES TRUST ADD 3 LEXINGTON CORPORATE PROPERTIES TRUST 2005 Fourth Quarter Transaction Summary
Acquisitions ($000's) Average Current Annual Average Annual Current Property Purchase GAAP GAAP Cash Cash Lease Tenants/Guarantors Location Type Price Rent, net Yield Rent, net Yield Term - ------------------ -------- ---- ----- --------- ----- --------- ----- ---- (i) Structure, LLC (Infocrossing, Inc.)(3) Omaha, NE Office $ 12,850 $ 1,167 9.1% $ 1,167 9.1% Nov-25 Kelsey-Seybold Clinic (St. Luke's Episcopal Health System) Houston, TX Office 14,374 1,229 8.6% 1,114 7.8% Nov-20 Federal Express Corp. Collerville, TN Industrial 4,550 480 10.5% 480 10.5% Jan-21 Accor S.A.(2) Carrollton, TX Office 32,000 2,511 7.8% 2,266 7.1% Jul-15 (i) Structure, LLC (Infocrossing, Inc.)(3) Tempe, AZ Office 12,150 1,128 9.3% 1,128 9.3% Dec-25 ------ ----- ---- ----- ---- $ 75,924 $ 6,515 8.6% $ 6,155 8.1% ====== ===== === ===== === Dispositions ($000's) Property Tenants/Guarantors Location Type Net Sale Price Net Book Value - ------------------ -------- ---- -------------- -------------- Vacant Mansfield, OH Industrial $ 2,682 $ 2,706 Cymer, Inc. San Diego, CA Office 11,864 8,188 Bally's Health & Tennis Corp. Phoenix, AZ Retail 6,981 5,712 ----- ----- $ 21,527 $ 16,606 ====== ====== Lease Extensions/New Leases ($000's) Extension Property Previous Extended Rent Per Tenants/Guarantors Location Type Term Term Annum - ------------------ -------- ---- ---- ---- ----- Exel Logistics, Inc. (NFC plc) Mechanicsburg, PA Industrial Nov-06 Dec-07 $ 945 === New Financings ($000's) Tenants/Guarantors Location Amount Rate Maturity Date - ------------------ -------- ------ ---- ------------- McGraw Hill Companies, Inc. Dubuque, IA $ 10,875 5.40% Jun-17 California Culinary Academy LLC (Career Education Corp.)(1) San Francisco, CA 22,080 5.58% Nov-19 TI Automotive Group Systems, LLC(3) Lavonia, GA 10,100 5.46% Dec-20 Kelsey-Seybold Clinic (St. Luke's Episcopal Health Systems) Sugarland, TX 10,000 5.64% Dec-20 Accor S.A.(2) Carrollton, TX 20,800 5.27% Jul-15 --------- ---- $ 73,855 5.46% ====== ==== Mortgage Investment ($000's) Invested Face Tenants/Guarantors Location Amount Amount - ------------------ -------- ------ ------ Dana Corporation Kentucky - 5 locations $ 22,998 $ 30,000 ====== ======
(1) Lexington has a 30% interest in this property through Lexington/Lion Venture LP. (2) Lexington has a 25% interest in this property through Lexington Acquiport Company II, LLC. (3) Lexington has a 32% interest in this property through Lexington Strategic Asset Corp. #### -----END PRIVACY-ENHANCED MESSAGE-----