8-K 1 h21210e8vk.txt AMREIT - DATED DECEMBER 27, 2004 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 27, 2004 AMREIT (Exact name of Registrant as specified in its Charter) Texas 0-28378 76-0410050 (State or other jurisdiction of (Commission file number) (I.R.S. Employer Identification) incorporation or organization) Number)
8 Greenway Plaza, Suite 1000, Houston, Texas 77046 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 850-1400 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 December 27, 2004, AmREIT acquired MacArthur Park Shopping Center, a Kroger anchored shopping center consisting of 198,443 square feet located on approximately 23 acres for $38 million. The property, which was acquired from Regency Centers, is located in Dallas, Texas at the northwest intersection of I-635 and MacArthur Boulevard in the heart of Las Colinas, an affluent residential and business community that is home to Fortune 500 companies such as ExxonMobil, Citigroup, and Sabre. The purchase price consists of the assumption of $13.41 million in long term fixed rate debt with the remainder to be paid in cash. The debt bears interest at 6.17% per annum and matures in December 2008. The weighted average remaining lease term for the project is eight years. The Kroger lease is for 20-years, containing approximately 63,000 square feet, expiring in November 2020. The shopping center is 100 percent occupied. The 2005 net operating income contribution to AmREIT is expected to be approximately $2.8 million in 2005. Following is a list of MacArthur Park Shopping Center's current tenants:
TENANT SQUARE FOOTAGE LEASE TERM EXPIRATION RENTAL INCREASES --------------------- ------------------- ----------------- --------------------- --------------------- Bogart Golf Texas 2,100 3 years September 2005 No Gap 10,000 5 years October 2005 No Claire's 1,400 5 years November 2005 Yes Coldwell Banker 4,512 5 years November 2005 No Commonwealth Land Title Insurance 2,271 5 years November 2005 Yes Great Clips 1,400 5 years November 2005 Yes L'Amor Nails 1,050 5 years November 2005 Yes Baja Fresh 2,650 5 years December 2005 No MacArthur Park Family Dentist 1,742 5 years December 2005 Yes Gold 'N Carats Jewelers 2,100 5 years December 2005 Yes Royal Chopstick 2,378 5 years December 2005 Yes Tip Top Cleaners 1,627 1 year January 2006 Yes Hallmark 6,500 65 months February 2006 No Bath & Body Works 2,556 64 months February 2006 No Jane's Taylor 987 5 years February 2006 Yes Pro Image Salon 1,400 63 months March 2006 Yes Marble Slab Creamery 1,400 5 years April 2006 Yes AT&T Wireless 2,326 5 years July 2006 Yes Tasty Donut 1,395 5 years August 2006 Yes Ascot Tuxedos 1,200 53 months January 2007 No Harmonix Hair & Skin Clinic 1,500 5 years January 2007 Yes EB Games 1,052 5 years April 2008 No Barnes & Noble 22,453 123 months January 2011 Yes Linens 'n Things 35,000 124 months January 2011 No Aaron Brothers 6,333 124 months February 2011 Yes Corner Bakery 3,000 10 years April 2011 Yes
TENANT SQUARE FOOTAGE LEASE TERM EXPIRATION RENTAL INCREASES --------------------- ------------------- ----------------- --------------------- --------------------- Pho Que Huong Noodle & Grill 2,258 10 years June 2011 Yes Masala A Casual Indian Diner 2,254 10 years July 2011 Yes Texadelphia 2,616 10 years October 2011 Yes Tin Star 2,818 10 years October 2012 Yes Payless Shoe Source 2,567 10 years November 2012 Yes Thai Enterprises 2,225 10 years November 2012 Yes Kroger 63,373 20 years November 2020 No
On December 28, 2004 the Company issued a press release announcing, among other things, this acquisition. A copy of that press release is filed as Exhibit 99.1 to this report on Form 8-K. Item 2.06 Material Impairments On December 22, 2004, the Company began marketing its Just For Feet project located in Baton Rouge, Louisiana. The Company will record an impairment charge to earnings of approximately $1.3 million in the fourth quarter to reflect the anticipated loss to be incurred upon sale of the property, following the bankruptcy of its sole tenant. After a thorough remarketing of the property during the past 120 days, the Company could not replace the previously existing value and determined to sell the asset and redeploy the remaining value into more productive investments. As previously announced, the Company intends to sell an additional $10-15 million of non-core assets and has begun the marketing process on these properties. Based on management's evaluation of these properties, the local markets and the remaining lease term, management does not anticipate any future impairment issues on these properties. Item 9.01 Financial Statements and Exhibits See Exhibits: Exhibit 99.1 December 28, 2004 Press release announcing MacArthur Park property acquisition. 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. Date: December 28, 2004 AMREIT By: /s/ Chad C. Braun ----------------------------------- Chad C. Braun Executive Vice President and Chief Financial Officer Index to Exhibits 99.1 December 28, 2004 Press release announcing MacArthur Park property acquisition.