1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of Report: June 30, 1998 (Date of earliest event reported) Commission File Number 1-12486 ASSOCIATED ESTATES REALTY CORPORATION (Exact name of registrant as specified in its charter) OHIO 34-1747603 (State or other Jurisdiction of (IRS Employer Incorporation or organization) Identification Number) 5025 Swetland Court, Richmond Heights, Ohio 44143-1467 (Address of Principal Executive Offices) (Zip Code) (216) 261-5000 (Registrant's telephone number, including area code) 2 Item 2. Acquisition or Disposition of Assets On June 30, 1998, Associated Estates Realty Corporation (the "Company") acquired certain real estate assets consisting principally of the multifamily properties (the "Acquired Properties") further described below, from MIG Residential REIT, Inc: Number of Name of Property Location Suites 20th and Campbell Apartments Phoenix, Arizona 204 Annen Woods Apartments Pikesville, Maryland 132 Desert Oasis Apartments Palm Desert, California 320 Fleetwood Apartments Houston, Texas 104 Hampton Point Apartments Silver Spring, Maryland 352 Morgan Place Apartments Atlanta, Georgia 186 Peachtree Apartments St. Louis, Missouri 156 Windsor Falls Apartments Raleigh, North Carolina 276 ----- 1,730 With respect to the Acquired Properties, the Company purchased all of the above named sellers' right, title and interest in the apartment complexes and land together with all rights of way, easements, licenses, permits, fixtures, furnishings, equipment, the right to manage, other intangible assets, leases and tenancies, all guaranties, warranties and other intangible rights pertaining to the Acquired Properties. The purchase price of the Acquired Properties was approximately $108.5 million, of which approximately $12.1 million was paid in cash with the balance paid through the issuance of 5,139,387 unregistered common shares of the Company. The terms of the above transaction, and other related transactions which were also consummated on June 30, 1998 not qualifying for reporting as an Item 2 event, are further discussed in the Company's Form 8-K/A dated February 19, 1998 and filed June 25, 1998 and Proxy Statement dated May 30, 1998, which are incorporated by reference herein. Item 7: Financial Statements Pro Forma Financial Information and Exhibits The information required by paragraph (a) of Item 7 - the Financial Statements of the Acquired Properties (MIG Residential REIT, Inc.) and paragraph (b) of Item 7 - the Pro Forma Financial Information, have been previously reported by the Company in its 2 3 Proxy Statement dated May 30, 1998 and Form 8-K/A dated February 19, 1998 and filed June 25, 1998. In accordance with General Instruction B.3 to Form 8-K, such information is not reported in this Form 8-K. Documents Incorporated by Reference 1. The Company's Proxy Statement dated May 30, 1998; and 2. The Company's Form 8-K/A dated February 19, 1998 and filed June 25, 1998. 3 4 Exhibits -------- Filed herewith or incorporated herein by Number Title reference ------ -------------------------------------- ------------ 2.02 Purchase Agreement by and between MIG Exhibit 2.02 REIT/Morgan Place, Inc. and the Company to Form 8-K dated as of January 28, 1998. filed March 31, 1998. 2.03 Purchase Agreement by and between MIG Exhibit 2.03 REIT/Annen Woods, Inc. and the Company to Form 8-K dated as of January 28, 1998. filed March 31, 1998. 2.04 Purchase Agreement by and between MIG Exhibit 2.04 Peachtree Corporation and the Company to Form 8-K dated as of January 28, 1998. filed March 31, 1998. 2.05 Purchase Agreement by and between MIG Exhibit 2.05 Fleetwood Ltd. and the Company dated as to Form 8-K of January 28, 1998. filed March 31, 1998. 2.06 Purchase Agreement by and between MIG Exhibit 2.06 REIT Falls, L.L.C. and the Company dated to Form 8-K as of January 28, 1998. filed March 31, 1998. 2.07 Purchase Agreement by and between MIG Exhibit 2.07 20th and Campbell Corporation and the to Form 8-K Company dated as of January 28, 1998. filed March 31, 1998. 2.08 Purchase Agreement by and between Desert Exhibit 2.08 Oasis Corporation and the Company dated to Form 8-K as of January 28, 1998. filed March 31, 1998. 2.09 Purchase Agreement by and between MIG Exhibit 2.09 Hampton Corporation and the Company to Form 8-K dated as of January 28, 1998. filed March 31, 1998. 5 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Associated Estates Realty Corporation Date: July 13, 1998 /s/ Dennis W. Bikun Dennis W. Bikun Vice President, Chief Financial Officer, Treasurer and Chief Accounting Officer 5