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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Filed pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 4, 1997
BRANDYWINE REALTY TRUST
(Exact name of registrant as specified in its charter)
MARYLAND 1-9106 23-2413352
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) file number) Identification Number)
16 CAMPUS BOULEVARD, NEWTOWN SQUARE, PENNSYLVANIA 19073
(Address of principal executive offices)
(610) 325-5600
(Registrant's telephone number, including area code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
The Company has acquired an additional eight office buildings
(collectively, the "Acquisition Properties"), which contain an aggregate of
approximately 274,000 net rentable square feet, for an aggregate purchase price
of approximately $25.1 million. As of the date hereof, the Company's portfolio
consists of 50 properties (47 of which are office properties and three of which
are industrial properties) containing an aggregate of approximately 2.6 million
net rentable square feet. Set forth below are brief descriptions of the
Acquisition Properties.
- - On March 4, 1997, the Company purchased seven office properties (the
"Main Street Properties") containing approximately 235,209 net rentable
square feet located in the Main Street development in Voorhees, New
Jersey for approximately $21.5 million. The seller was Radnor-Camco
Partnership. As of February 28, 1997, the occupancy rate of the Main
Street Properties was approximately 97.0%. Major tenants at the Main
Street Properties include Credit Lenders, AMC Theatres and Cooper
Health Care Services.
- - On March 6, 1997, the Company purchased 1336 Enterprise Drive, an
approximately 38,470 net rentable square foot, three-story office
building located in the Goshen Corporate Park in East Goshen Township,
Chester County, Pennsylvania for approximately $3.6 million. The seller
was Hough/Loew Construction, Inc. As of February 28, 1997, the building
was 100% leased to CFM Technologies, Inc. under a
lease that expires on November 30, 2000.
The sellers of the Acquisition Properties are unaffiliated with the
Company. The purchase price for each of the Acquisition Properties was
determined by arm's-length negotiation between the Company and the sellers.
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The table set forth below shows scheduled lease expriations
for leases in place at February 28, 1997 for the Main Street Properties for each
of the next ten years beginning March 1, 1997, assuming none of the tenants
exercise renewal options or termination rights, if any, at or prior to scheduled
expirations:
Scheduled Lease Expirations
(Main Street Properties)
Percentage of Total
Year of Number of Leases Net Rentable Square Final Annualized Base Final Annualized Base
Lease Expiring Within Footage Subject to Rent Under Expiring Rent Under Expiring
Expiration the Year Expiring Leases Leases(2) Leases Cumulative Total
---------- ---------------- ------------------- --------------------- --------------------- ----------------
1997 (1) 4 11,165 $ 148,825 4.1% 4%
1998 10 50,762 792,112 21.6% 26%
1999 11 46,313 763,170 20.8% 46%
2000 9 30,274 403,418 11.0% 57%
2001 13 46,346 697,719 19.0% 77%
2002 3 11,358 214,309 5.8% 82%
2003 2 13,770 228,826 6.3% 89%
2004 1 18,190 418,370 11.4% 100%
2005 100%
2006 100%
2007 and thereafter 100%
-- ------- ---------- ----
Total 53 228,178 $3,666,749 100%
== ======= ========== ====
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(1) Represents lease expirations from February 28, 1997 to December 31,
1997.
(2) "Final Annualized Base Rent" for each lease scheduled to expire
represents the cash rental rate of base rents, excluding tenant
reimbursements, in the final month prior to expiration multiplied by
twelve. Tenant reimbursements generally include payments on account of
real estate taxes, operating expense escalations and common area
utility charges.
ITEM 5. OTHER EVENTS.
On March 4, 1997, the Company issued 2,200,000 common shares
of beneficial interest, $.01 par value per share ("Common Shares") pursuant to
an Underwriting Agreement (the "Underwriting Agreement") with Smith Barney Inc.
and Legg Mason Wood Walker, Incorporated (collectively, the "Underwriters"). The
Common Shares were sold pursuant to the Underwriting Agreement at a price to the
public of $20-5/8 per share. Proceeds to the Company, net of underwriting
discounts and commissions equal to $1.08 per share and expenses, will be used by
the Company to fund the purchase of the Acquisition Properties (defined above),
to repay certain indebtedness, to purchase additional office and industrial
properties and for working capital purposes. The Company granted to the
Underwriters a 30-day option to purchase up to 330,000 additional Common Shares
to cover over-allotments. On March 17, 1997, the Company issued 175,500 Common
Shares pursuant to exercise of the over-allotment option.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of Businesses Acquired. The Financial
Statements of the Main Street Properties will be included in
an amendment to this Form 8-K by no later than April 30, 1997.
(b) Pro Forma Financial Information. Pro Forma financial
information will be included in an amendment to this Form 8-K
by no later than April 30, 1997.
(c) Exhibits.
1.1 Agreement of Sale for 1336 Enterprise Drive,
Goshen Corporate Park, E. Goshen Township,
Chester County, Pennsylvania, dated February
14, 1997, by and between Brandywine Realty
Trust and Hough/Loew Construction, Inc.
1.2 Agreement of Sale, dated as of February 21,
1997, between Radnor-Camco Partnership and
Brandywine Realty Trust.
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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.
BRANDYWINE REALTY TRUST
Date: March 18, 1997 By: /s/ Gerard H. Sweeney
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Title: President and Chief Executive
Officer
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