1 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): JULY 31, 2000 (JULY 26, 2000) LIBERTY PROPERTY TRUST LIBERTY PROPERTY LIMITED PARTNERSHIP - -------------------------------------------------------------------------------- (Exact names of registrants as specified in their respective charters) Maryland 1-13130 23-7768996 Pennsylvania 1-13132 23-2766549 - ---------------------------------------------------------------------------------------------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 65 Valley Stream Parkway, 19355 Malvern, PA - -------------------------------------------------------------------------------- (Address of principal executive offices) Zip Code REGISTRANTS' TELEPHONE, INCLUDING AREA CODE: (610) 648-1700 Not Applicable - -------------------------------------------------------------------------------- (Former name and former address, if changed since last report) 2 ITEM 5. Other Events. On July 26, 2000, Liberty Property Limited Partnership (the "Partnership") priced a public offering (the "Offering") of $200,000,000 principal amount of its 8.50% Senior Notes due 2010. Lehman Brothers Inc., Banc One Capital Markets, Inc., Donaldson, Lufkin & Jenrette Securities Corporation, Goldman, Sachs & Co. and Salomon Smith Barney Inc. (collectively, the "Underwriters") acted as underwriters for the Offering. The Underwriting Agreement relating to the Offering is filed as Exhibit 1.1 to this Report. ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a) Financial Statements of Businesses Acquired. None. (b) Pro Forma Financial Information. None. (c) Exhibits. 1.1 Underwriting Agreement, dated July 26, 2000, by and among Liberty Property Trust (the "Trust"), the Partnership and the Underwriters. 2 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. LIBERTY PROPERTY TRUST Dated: August 1, 2000 By: /s/ George J. Alburger, Jr. -------------------------------------- Name: George J. Alburger, Jr. Title: Chief Financial Officer LIBERTY PROPERTY LIMITED PARTNERSHIP By: Liberty Property Trust, as its sole general partner Dated: August 1, 2000 By: /s/ George J. Alburger, Jr. -------------------------------------- Name: George J. Alburger, Jr. Title: Chief Financial Officer 3 4 INDEX TO EXHIBITS Exhibit No. Description 1.1 Underwriting Agreement, dated July 26, 2000, by and among the Trust, the Partnership and the Underwriters. 4