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UNITED STATES 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
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Commission File Number 333-21873
Date of Report (date of earliest event reported): NOVEMBER 6, 1998
FIRST INDUSTRIAL, L.P.
(Exact name of Registrant as specified in its Charter)
DELAWARE 36-3924586
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
311 S. WACKER DRIVE, SUITE 4000, CHICAGO, ILLINOIS 60606
(Address of principal executive offices)
(312) 344-4300
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
Since the filing of, First Industrial, L.P. (the "Operating Partnership")
Form 8-K/A No. 1 dated April 6, 1998, as filed on June 16, 1998, the Operating
Partnership acquired 70 industrial properties from unrelated parties during the
period April 7, 1998 through November 6, 1998 and partnerships in which the
Operating Partnership owns a 99% limited partnership interest (the "Other Real
Estate Partnerships") purchased four industrial properties from unrelated
parties during the period April 7, 1998 through November 6, 1998. The combined
purchase price of the 70 industrial properties acquired by the Operating
Partnership totaled approximately $102.0 million, excluding closing costs
incurred in conjunction with the acquisition of the industrial properties. The
combined purchase price of the four industrial properties acquired by the Other
Real Estate Partnerships totaled approximately $7.2 million, excluding closing
costs incurred in conjunction with the acquisition of the industrial properties.
The 70 industrial properties acquired by the Operating Partnership and the four
industrial properties acquired by the Other Real Estate Partnerships are
described below and were funded with working capital, the issuance of limited
partnership units in the Operating Partnership (the "Units"), preferred
contributions from the general partner, the assumption of secured debt,
borrowings under the Operating Partnership's $300 million unsecured revolving
credit facility and the issuance of other unsecured debt. The Operating
Partnership and the Other Real Estate Partnerships will operate the facilities
as industrial rental property.
On September 28, 1998, the Operating Partnership entered into a joint
venture arrangement (the "September 1998 Joint Venture") with an institutional
investor to invest in industrial properties. Limited liability companies in
which the Operating Partnership is the sole member, will own a 10% equity
interest in the September 1998 Joint Venture and will provide property and asset
management services to the September 1998 Joint Venture. The September 1998
Joint Venture acquired 104 industrial properties from unrelated parties and
seven industrial properties from the Operating Partnership during the period
October 9, 1998 through November 6, 1998. The combined purchase price of the 111
industrial properties acquired totaled approximately $199.0 million, excluding
closing costs incurred in conjunction with the acquisition of the industrial
properties. The 111 industrial properties acquired by the September 1998 Joint
Venture are described below and were funded with capital contributions made to
the September 1998 Joint Venture and the assumption and issuance of secured
debt. The September 1998 Joint Venture will operate these facilities as
industrial rental property.
PROPERTIES ACQUIRED BY THE OPERATING PARTNERSHIP AND THE OTHER REAL ESTATE
PARTNERSHIPS:
- - On May 19, 1998, the Operating Partnership purchased a 56,400 square foot
light industrial property located in Arlington Heights, Illinois. The
purchase price for the property was approximately $1.7 million. The
property was purchased from Dynasty Property Group, an Illinois general
partnership.
- - On May 21, 1998, the Operating Partnership purchased five light industrial
properties and four research and development/flex properties totaling
135,662 square feet located in St. Petersburg, Florida. The aggregate
purchase price for these properties was approximately $7.3 million. The
properties were purchased from Gandy/275 Associates, a Florida general
partnership.
- - On June 10, 1998, the Other Real Estate Partnerships purchased an 88,000
square foot regional warehouse property located in Des Moines, Iowa for
approximately $1.9 million. The property was purchased from Jared R.
Johnson and Elaine E. Johnson.
- - On June 23, 1998, the Operating Partnership purchased a 292,471 square foot
light industrial property located in Denver, Colorado. The purchase price
for the property was approximately $12.2 million which was funded with $8.1
million in cash and the issuance of 132,109 Units valued at $4.1 million.
The property was purchased from Pacifica Bryant Warehouse, LLC, a Colorado
limited liability company.
- - On June 30, 1998, the Operating Partnership purchased an 84,760 square foot
light industrial property located in Skokie, Illinois. The purchase price
for the property was approximately $2.6 million. The property was purchased
from 3 Com Corporation.
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- - On July 7, 1998, the Operating Partnership purchased one light industrial
property, one bulk warehouse property and one regional warehouse property
totaling 347,056 square feet located in Conyers, Georgia. The aggregate
purchase price for these properties was approximately $9.9 million. The
properties were purchased from Robert Pattillo Properties, Inc., a Georgia
corporation.
- - On July 16, 1998, the Other Real Estate Partnerships purchased a 44,427
square foot research and development/flex property located in Tampa,
Florida. The purchase price for the property was approximately $3.2 million
which was funded with $.6 million in cash, the assumption of $2.6 million
of debt and the issuance 1,190 Units valued at $0.03 million.
The property was purchased from TK-SV, Ltd.
- - On August 14, 1998, the Operating Partnership purchased two light
industrial properties totaling 87,462 square feet located in Phoenix,
Arizona. The aggregate purchase price for these properties was
approximately $5.0 million. The properties were purchased from Orsett/40th
Street and I & 10 Limited Partnership.
- - On August 18, 1998, the Operating Partnership purchased a 50,338 square
foot light industrial property located in Port Washington, New York. The
purchase price for the property was approximately $2.5 million. The
property was purchased from Seaview Harbor Associates.
- - On August 31, 1998, the Operating Partnership purchased 34 light industrial
properties and two research and development/flex properties totaling
856,516 square feet located in Portland, Oregon. The aggregate purchase
price for these properties was approximately $44.5 million which was funded
with $28.5 million in cash, the assumption of $2.3 million in debt and the
issuance of 455,483 Units valued at $13.7 million. The properties were
purchased from Sivers Companies.
- - On September 30, 1998, the Other Real Estate Partnerships purchased two
light industrial properties totaling 50,900 square feet located in Aston,
Pennsylvania. The aggregate purchase price for these properties was
approximately $2.1 million. The properties were purchased from Richard C.
DeSantis and Paul C. Steelman, individually and as co-partners t/a Richard
DeSantis Developers.
- - On September 30, 1998, the Operating Partnership purchased a 121,400 square
foot bulk warehouse property located in Lavergne, Tennessee. The purchase
price for the property was approximately $1.5 million. The property was
purchased from AMTROL, Inc., a Rhode Island corporation.
- - On October 13, 1998, the Operating Partnership purchased a 41,800 square
foot bulk warehouse property located in Romulus, Michigan. The purchase
price for the property was approximately $1.3 million. The property was
purchased from Airborne Express Corporation.
- - On October 21, 1998, the Operating Partnership purchased a 52,329 square
foot light industrial property located in Hauppauge, New York. The purchase
price for the property was approximately $2.3 million which was funded with
$2.2 million in cash and the issuance of 1,650 Units valued at $.1 million.
The property was purchased from 275 Corpark Associates Company, a New York
partnership.
- - On October 30, 1998, the Operating Partnership purchased a 20,000 square
foot light industrial property located in Dayton, Ohio. The purchase price
for the property was approximately $0.7 million which was funded with $.3
million in cash and the issuance of 13,704 Units valued at $.4 million. The
property was purchased from Trottwood Industrial Park, an Ohio general
partnership.
- - On November 5, 1998, the Operating Partnership purchased nine light
industrial properties and three research and development/flex properties
totaling 291,168 square feet located in Richland Hills, Texas. The
aggregate purchase price for these properties was approximately $10.5
million which was funded with $7.7 million in cash, the assumption of $1.3
million in debt and the issuance of 60,000 Units valued at $1.5 million.
The properties were purchased from Priscilla Ann Hodges, Leland A. Hodges,
III, Margery Lynn Hodges Berry and Four Star Investments, Inc.
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PROPERTIES ACQUIRED BY THE SEPTEMBER 1998 JOINT VENTURE:
- - On October 9, 1998, the September 1998 Joint Venture purchased 61 industrial
properties totaling 2,856,388 square feet. Of the 61 industrial properties
purchased, 47 properties are located in Houston, Texas; three properties are
located in McAllen, Texas; two properties are located in Indianapolis,
Indiana; two properties are located in Irving, Texas; two properties are
located in Nashville, Tennessee; one property is located in Tampa, Florida;
One property is located in Milwaukee, Wisconsin; One property is located in
Bolingbrook, Illinois; One property is located in Des Plaines; and one
property is located in Romulus, Michigan. The aggregate purchase price for
these properties was approximately $100.0 million. The properties were
purchased from Investors Equity Fund, Inc./162516 Canada, Inc.; Investors
Equity fund, Inc./168065 Canada, Inc.; Investors Equity Fund, Inc./167098
Canada, Inc.; Investors Equity Fund, Inc.; KIRKWOOD Tech Associates, Ltd.;
Greenbriar III Associates, Ltd.; Jameel Warehouses, Inc.; Rockley Road
Properties, Inc.; AXXA, L.L.C.; 34th Street Building, Ltd.;
Pinemont-Hempstead Associates I, Ltd.; Pinemont-Hempstead Associates II,
Ltd.; 11421 Todd Road Limited Partnership; East Warehouse, L.L.C.; Houston
Industrial Warehouses, L.L.C.; Industrial Partners, L.L.C.; TMC Properties,
L.L.C., a New Jersey Limited Liability Company; First Industrial, L.P.;
Merit 1995 Industrial Portfolio Limited Partnership, a Texas Limited
Partnership; Guion Road Associates, Inc.; Southwest Centre, a Texas General
Partnership; MMC Capital Corp.; BVT Acorn Distribution Center, Ltd., a
Tennessee Limited Partnership; APPC Metroplex Investors 1984, Ltd., L.P.;
and Stair Realty, a Florida Joint Venture.
- - On October 23, 1998, the September 1998 Joint Venture acquired six
industrial properties totaling 859,136 square feet. Of the six industrial
properties purchased, three properties are located in Wichita, Kansas; one
property is located in Addison, Illinois; one property is located in Aston,
Pennsylvania; and one property is located in Louisville, Kentucky. The
aggregate purchase price for these properties was approximately $37.0
million. The Properties were purchased from Realco Investments; A.S.
Industrial Properties; Aston Investments; and Starker Services, Inc.
- - On November 6, 1998, the September 1998 Joint Venture purchased 44
industrial properties totaling 1,442,842 square feet. Of the 44 properties
purchased, 26 properties are located in Fort Worth, Texas; ten properties
are located in McAllen, Texas; five properties are located in Ann Arbor,
Michigan; one property in Clearwater, Florida; one property is located in
Deer Park, New York; and one property is located in Cherry Hills, New
Jersey. The aggregate purchase price for these properties was approximately
$62.0 million. The properties were purchased by Midway Brazos Partners,
Ltd., O.P. Leonard. Jr.; Louise Leonard Keffler; Leonard Properties, et al;
Virginia Leonard Marital Trust; First Industrial, L.P.; BMP Joint Venture, a
Texas Joint Venture; 1016 Partnership, a Texas general partnership; Sally
Elaine Wilson, individually, as Independent Executor of the Estate of
Darrell L. Wilson (deceased) and as Testamentary Trustee under the Last Will
and Testament of Darrell L. Wilson (deceased) and Phillip Hunke; Corridor
Commercial Center Associates, a Florida general partnership; Wilson
Partnership, a Texas general partnership; Gilbert King and Kenneth Katzman,
as Executors under the Last Will and Testament of Jerome Krinsky; and
C.H.O.C.K. Associates, a New Jersey general partnership.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) and (b) Financial Statements:
At this time it is impracticable to file the required
financial statements and pro forma financial
information. The required financial statements and
pro forma financial information will be filed in an
amendment to this report on Form 8-K as soon as
possible, but no later than sixty (60) days from the
date on which this report on Form 8-K is required to
be filed.
(c) Exhibits.
None
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1933, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
FIRST INDUSTRIAL, L.P.
BY: FIRST INDUSTRIAL REALTY TRUST, INC.
November 12, 1998 BY: /S/ MICHAEL J. HAVALA
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Michael J. Havala
Chief Financial Officer
(Principal Financial and Accounting Officer)
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