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 20, 2004
AMLI RESIDENTIAL PROPERTIES TRUST
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(Exact name of registrant as specified in its charter)
Maryland 1-12784 36-3925916
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
125 South Wacker Drive, Suite 3100,
Chicago, Illinois 60606
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(Address of principal executive offices) (Zip Code)
(312) 443-1477
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(Registrant's telephone number, including area code)
N/A
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(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))
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ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION
On December 20, 2004 AMLI Residential Properties, L.P., whose sole
General Partner and 95% owner is AMLI Residential Properties Trust (NYSE:
AML), obtained a new $110 million unsecured loan with a bank group that
includes Wells Fargo Bank, N.A., as Administrative Agent, PNC Bank National
Association, Commerzbank AG, and Comerica Bank. AMLI has guaranteed
repayment to the lender. The term loan may be prepaid in whole or in part
at any time.
The loan, which provides for an initial four-year term and a one-year
extension at AMLI's option, carries an interest rate of LIBOR plus 1.0%.
Interest only is payable monthly to maturity. Acceleration may result from
the occurrence of a change in control or from non-compliance with certain
covenants in the loan agreement, all of which is customary for bank
financings of this type.
AMLI used the proceeds to pay down a substantial portion of the
outstanding balances on its other unsecured borrowings.
In a separate but related transaction, AMLI entered into interest
rate swap agreements for the period July 1, 2005 through December 20, 2009,
effectively fixing the interest rate on $100 million of the variable rate
term loan at a fixed rate of 3.986% plus the loan spread.
For additional information regarding this transaction, please see the
term loan agreement, a copy of which is filed as Exhibit 10 to this Report
on Form 8-K, and the press release dated December 22, 2004, a copy of which
is filed as Exhibit 99.1 to this Report on Form 8-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
10. Term Loan Agreement dated as of December 20, 2004.
99.1. Press Release dated December 22, 2004.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Trust has duly caused this report to be filed on its behalf
by the undersigned thereunto duly authorized.
Dated: December 22, 2004 AMLI RESIDENTIAL PROPERTIES TRUST
By: /s/ Robert J. Chapman
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Name: Robert J. Chapman
Title: Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number Description
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10. Term Loan Agreement dated as of December 20, 2004.
99.1. Press Release dated December 22, 2004
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