-----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, ITW9hVRRi3wSPEutVaP0JDgZ3ofXpyethLKiJ6HbljlD8Ncc18V+S2vdMdWV1VIm 5e00DtBG9IVHNv9g09fWnA== /in/edgar/work/20000908/0001050502-00-001112/0001050502-00-001112.txt : 20000922 0001050502-00-001112.hdr.sgml : 20000922 ACCESSION NUMBER: 0001050502-00-001112 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000825 ITEM INFORMATION: ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000908 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERIVEST PROPERTIES INC CENTRAL INDEX KEY: 0000927102 STANDARD INDUSTRIAL CLASSIFICATION: [6798 ] IRS NUMBER: 841240264 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-14462 FILM NUMBER: 719223 BUSINESS ADDRESS: STREET 1: 1800 GLENARM PLACE STREET 2: SUITE 500 CITY: DENVER, STATE: CO ZIP: 80202 BUSINESS PHONE: 3032971800 MAIL ADDRESS: STREET 1: 7100 GRANDVIEW AVE STREET 2: SUITE 1 CITY: ARVADA STATE: CO ZIP: 80002 8-K 1 0001.txt 8-K 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): August 25, 2000 AmeriVest Properties Inc. ------------------------- (Exact name of registrant as specified in its charter) Maryland 1-14462 84-1240264 -------- ------- ---------- (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 1800 Glenarm Place, Suite 500, Denver, Colorado 80202 ----------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (303) 297-1800 Item 2. Acquisition or Disposition of Assets Sale of Self-Storage Properties. On August 25, 2000, we completed the sale of our four self-storage facilities in Denver, Westminster, Thornton and Arvada, Colorado (the "Self-Storage Properties") to affiliates of Extra Space, LLC for $8,400,000, resulting in a gain on sale of the Self-Storage Properties of approximately $2,400,000. The sales price for the Self-Storage Properties was determined through negotiations between us and Extra Space, LLC. We reinvested the proceeds from this transaction in a tax-deferred exchange under Section 1031 of the Internal Revenue Code described in more detail below. Purchase of Denver Office Buildings. On August 31, 2000, we completed the acquisition of three office buildings located at 1777, 1780 and 1805 South Bellaire Street in Denver, Colorado (the "Acquired Buildings"). The Acquired Buildings contain an aggregate of approximately 140,673 square feet and are located on approximately 3.74 acres of land with 400 surface parking spaces in Denver. The aggregate purchase price for the Acquired Buildings was $9,600,000, which was paid by utilizing approximately $1,820,000 in proceeds from the sale on August 25, 2000 of the Self-Storage Properties, approximately $7,048,000 from the proceeds of a loan from U.S. Bank National Association ("U.S. Bank Loan") and the balance from our funds. The acquisition was structured as a tax-deferred exchange of the Self-Storage Properties under Section 1031 of the Internal Revenue Code. The Acquired Buildings were purchased from EBD Associates, LLC and WCD Associates, LLC, both of which are Colorado limited liability companies (the "Sellers"). The purchase price of the Acquired Buildings was determined through negotiations between us and the Sellers. As of the closing date, the Acquired Buildings were approximately 89% leased to 112 tenants under leases ranging from month to month to five years. We intend to significantly refurbish the Acquired Buildings and lease them to tenants in our target market with an average tenant size under 3,000 square feet. The Acquired Buildings will be managed by Sheridan Realty Advisors, LLC ("Sheridan") under the terms of the Advisory Agreement between us and Sheridan dated January 1, 2000. The U.S. Bank Loan bears interest at the LIBOR Rate plus 2.25% (for a rate of 8.875% for the period from August 31, 2000 through September 29, 2000), is due in full August 31, 2003 (with a one-year extension option) and is secured by a first mortgage on the Acquired Buildings. Under the terms of the U.S. Bank Loan, we may borrow up to an additional $2,250,000 from U.S. Bank to cover a portion of the hard and soft costs associated with the refurbishment of the Acquired Buildings by presenting draw requests as those costs are incurred. We expect to begin construction of the new improvements before the end of 2000. Item 5. Other Events. Completion of Public Offering. On August 31, 2000, we completed our previously announced public offering of Units of common stock and warrants with a total of $3,000,000 of gross proceeds from the sale of 300,000 Units to 84 investors. Each Unit consisted of two shares of common stock and one redeemable common stock purchase warrant to purchase one share of common stock for $5.00 per share until June 27, 2005. Press Release. The press release of Registrant dated September 6, 2000, which is filed as Exhibit 99.1 to this Form 8-K, is incorporated into this Item 5 by this reference. Item 7. Financial Statements And Exhibits. (a) Financial Statements Of Business Acquired The financial statements required by this Item will be filed pursuant to an amendment to this Form 8-K. (b) Pro Forma Financial Information The pro forma financial information required by this Item will be filed pursuant to an amendment to this Form 8-K. (c) Exhibits Exhibit Number Exhibit Title -------------- ------------- 99.1 Press Release dated September 6, 2000. 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: September 8, 2000 AMERIVEST PROPERTIES INC. By: /s/ William T. Atkins ------------------------- William T. Atkins Chief Executive Officer EX-99.1 2 0002.txt PRESS RELEASE Exhibit 99.1 ------------ PRESS RELEASE - -------------------------------------------------------------------------------- 1800 Glenarm Place Contact: Alexander Hewitt, Vice-President Suite 500 Telephone: (303) 297-1800 Denver, CO 80202 Fax: (303) 296-7353 AmeriVest Properties Sells Self-Storage Properties, Acquires Denver Office Complex and Obtains $3 Million Equity Financing September 6, 2000/Denver, CO - AmeriVest Properties Inc. (AMEX: AMV) today announced the sale of its four self-storage properties to an affiliate of Extra Space Development, LLC, a national operator of self storage facilities, for $8,400,000. The Company also announced the acquisition of three office buildings located at 1777, 1780 and 1805 South Bellaire Street in Denver, Colorado for $9,600,000. The acquired buildings total 140,673 square feet and are approximately 89% leased. AmeriVest plans to substantially refurbish the buildings' common areas and tenant spaces, install a state-of-the-art telecommunications backbone and reposition the buildings for lease to tenants in its target market with an average tenant size under 3,000 square feet. AmeriVest has reinvested, as a tax-free exchange, its proceeds from the sale of its self-storage properties, together with additional equity and bank financing, to purchase the office buildings. The anticipated gain of approximately $2,400,000 on the sale of the self-storage properties will be deferred as a result of the tax-free exchange. The Company also announced that it has received the maximum $3,000,000 from its public offering of 600,000 shares of common stock and 300,000 five-year warrants to purchase common stock at an exercise price of $5 per share. AmeriVest Properties Inc., with its principal office in Denver, Colorado owns 22 office properties and is a property-type specific REIT focusing on office buildings with average tenant size of approximately 2,500 - 3,000 square feet in selected markets. Its common stock is listed on The American Stock Exchange under the symbol "AMV". Certain matters discussed in this release are forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties are disclosed in the Company's past and current filings with the U.S. Securities And Exchange Commission. They include, but are not limited to, the risks and uncertainties that proforma financial information will not be indicative of future results and of locating and acquiring properties on favorable terms to the Company. * * * * * -----END PRIVACY-ENHANCED MESSAGE-----