As filed with the Securities and Exchange Commission on March 19, 1998
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) March 12, 1998
CAPITAL TRUST
(Exact name of registrant as specified in its charter)
California 1-8063 94-6181186
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
605 Third Avenue, 26th Floor
New York, New York 10016
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(Address of principal executive offices) (Zip Code)
(212) 655-0220
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(Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report)
ITEM 2. Acquisition or Disposition of Assets
On March 12, 1998, the Registrant purchased at 99.6% of par $33,530,597 of
subordinated commercial mortgage-backed securities ("CMBS") issued by a
financial asset securitization investment trust ("FASIT") vehicle. Immediately
following the purchase, the Registrant elected to sell approximately $4.45
million of the CMBS to an unaffiliated third party, resulting in a net
investment for the Registrant of approximately $29.1 million (the "Investment").
The subordinated CMBS were purchased from an affiliate of Nomura Securities
International, Inc. (the "Seller") and are secured by 87 mortgage loans that are
secured by 269 properties throughout the United States and Canada.
The Investment is comprised of $10 million of Class B-1 bonds (34%) rated
BB, approximately $11.6 million of Class B-2 bonds (40%) rated B, and
approximately $7.5 million of Class B-3 bonds (26%) rated B-. Each bond class
carries a floating rate coupon at a specified spread over LIBOR. The purchase
price for the Class B-1 bonds was financed in part with cash (15%) and in part
pursuant to a repurchase agreement (the "REPO") with the Seller (85%); the REPO
is payable monthly in arrears and bears interest at a specified spread over
LIBOR. The purchase of the Class B-2 and B-3 bonds was financed entirely with
available cash.
SIGNATURES
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.
CAPITAL TRUST
(Registrant)
Date: March 19, 1998 By:/s/ Edward L. Shugrue III
Name: Edward L. Shugrue III
Title: Chief Financial Officer