1 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) April 3, 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) Page 1 of 4 pages 2 ITEM 5. OTHER EVENTS On April 3, 1997, the Company purchased 201 and 221 King Manor Drive (the "Properties"), two industrial facilities containing an aggregate of approximately 124,960 net rentable square feet located in the King Manor Industrial Campus in King of Prussia, Montgomery County, Pennsylvania for approximately $3.5 million. The seller was Mellon Bank, N.A., Not Personally, But as Trustee of the Westinghouse Electric Corporation Master Trust Fund, which is not affiliated with the Company. Major tenants at the Properties include Reber- Friel Company, General Insulation Company and Central Sprinkler Corporation. The purchase price for the Properties was determined by arm's-length negotiation between the Company and the seller. The table set forth below shows scheduled lease expriations for leases in place at March 31, 1997 for the Properties for each of the next ten years beginning April 1, 1997, assuming none of the tenants exercise renewal options or termination rights, if any, at or prior to scheduled expirations: Scheduled Lease Expirations Percentage of Total Final Annualized Final Annualized Base Base Rent From Year of Number of Leases Net Rentable Square Rent From Properties Properties Under Lease Expiring Within Footage Subject to Under Expiring Expiring Cumulative Expiration the Year Expiring Leases Leases(1) Leases % ---------- ---------------- ------------------- -------------------- ------------------- ---------- 1997 1 10,000 30,000 6.46% 6% 1998 -- -- -- -- 6% 1999 4 55,920 242,868 52.26% 59% 2000 -- -- -- -- 59% 2001 1 34,540 112,255 24.15% 83% 2002 -- -- -- -- 83% 2003 1 24,500 79,625 17.13% 100% 2004 -- -- -- -- 100% 2005 -- -- -- -- 100% 2006 -- -- -- -- 100% 2007 and thereafter -- -- -- -- 100% ---- ------- -------- ------- Total 7 124,960 $464,748 100.00% ==== ======= ======== ======= - --------------------- (1) "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. -2- 3 ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. 1.1 Agreement of Sale for 201 and 221 King Manor Drive, King of Prussia, Upper Merion Township, Montgomery county, Pennsylvania, dated as of February 21, 1997, by and between Brandywine Realty Trust, as Buyer, and Mellon Bank, N.A., Not Personally, But as Trustee of the Westinghouse Electric Corporation master Trust Fund, as Seller. -3- 4 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: April 18, 1997 By: /s/ Gerard H. Sweeney ------------------- Title: President and Chief Executive Officer -4-