As filed with the Securities and Exchange Commission on May 22, 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) May 14, 1998
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CAPITAL TRUST
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(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)
715066.4
ITEM 2. Acquisition or Disposition of Assets
On May 14, 1998, the Registrant acquired a subordinate $32.5 million
interest in a combined $82.6 million floating rate mortgage loan and tenant
improvement facility (the "Loan") made to the owner of the Wanamaker Building
located in Philadelphia, Pennsylvania (the "Property"). The Registrant purchased
approximately $19 million of trust certificates (the "Certificates")
representing the junior tranches issued by the trust which holds the Loan and in
connection therewith assumed a $13.5 million unfunded lending obligation under
the tenant improvement facility.
The Loan is secured by the Property which contains 1.4 million square feet
of rentable space (approximately 70% office and 30% retail). Proceeds from the
Loan were used by the existing borrower to acquire and renovate the Property.
Future fundings by the Registrant pursuant to the tenant improvement facility
will be used to reimburse the borrower for tenant improvements and other costs
associated with approved leases at the Property.
The purchase of the Certificates was funded with a combination of existing
cash (20%) and financing (80%) through a repurchase obligation with an affiliate
of Merrill Lynch & Company at a specified rate above LIBOR. The Certificates
mature in April 2000, with two one-year extension periods, subject to certain
terms and conditions. The Certificates bear interest at a specified rate above
LIBOR. The Certificates are prepayable at par at any time subject to a
prepayment fee.
715066.4
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: May 22, 1998 By: /s/ Edward L. Shugrue III
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Name: Edward L. Shugrue III
Title: Chief Financial Officer
715066.4