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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): AUGUST 7, 1997
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SUMMIT PROPERTIES PARTNERSHIP, L.P.
(Exact name of Registrant as specified in charter)
DELAWARE 0-22411 56-1857809
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(State or other jurisdiction (Commission file number) (IRS employer
of incorporation) identification no.)
212 SOUTH TRYON STREET, SUITE 500, CHARLOTTE, NC 28281
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(Address of principal executive offices) (Zip Code)
(704) 334-9905
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
Summit Properties Partnership, L.P. (the "Partnership") anticipates
completion of the offering of $25,000,000 aggregate principal amount of its
6.80% Notes due 2002 (the "2002 Notes"), $50,000,000 aggregate principal amount
of its 6.95% Notes due 2004 (the "2004 Notes") and $50,000,000 aggregate
principal amount of its 7.20% Notes due 2007 (the "2007 Notes" and, together
with the 2002 Notes and the 2004 Notes, the "Notes") on August 12, 1997. The
offering of the Notes will be made pursuant to a Prospectus Supplement dated
August 7, 1997 relating to the Prospectus dated July 29, 1997 which was
originally filed with the Partnership's shelf registration statement on Form S-3
(file no. 333-25575).
The 2002 Notes will bear interest at 6.80% per annum and will mature on
August 15, 2002. The 2004 Notes will bear interest at 6.95% per annum and will
mature on August 15, 2004. The 2007 Notes will bear interest at 7.20% per annum
and will mature on August 15, 2007. The Notes will bear interest from August 12,
1997 or from the immediately preceding Interest Payment Date (as defined below)
to which interest had been paid, payable semi-annually in arrears on August 15
and February 15 of each year, commencing February 15, 1998 (each, an "Interest
Payment Date"), to the persons in whose name the Notes are registered in the
security register on the preceding August 1 or February 1, as the case may be.
Interest on the Notes will be computed on the basis of a 360-day year of twelve
30-day months.
The Notes may be redeemed at any time at the option of the Partnership,
in whole or in part, at a redemption price equal to the sum of (i) the principal
amount of the Notes being redeemed plus accrued interest thereon to the
redemption date and (ii) the Make-Whole Amount (as defined in Supplemental
Indenture No. 1 referenced below), if any, with respect to such Notes.
The Notes will be issued under an Indenture and Supplemental Indenture
No. 1 between the Partnership and First Union National Bank, as Trustee. The
underwriting discount for the 2002 Notes will be .600% and the price to the
public will be 99.940% of the principal amount of the 2002 Notes. The
underwriting discount for the 2004 Notes will be .625% and the price to the
public will be 99.764% of the principal amount of the 2004 Notes. The
underwriting discount for the 2007 Notes will be .650% and the price to the
public will be 99.830% of the principal amount of the 2007 Notes.
The anticipated net proceeds to the Partnership from the sale of the
Notes will be approximately $123.7 million. The Partnership intends to use the
net proceeds to repay borrowings under its unsecured credit facility.
Delivery of the Notes is expected to be made on August 12, 1997 through
the facilities of The Depository Trust Company, against payment therefor in
immediately available funds.
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ITEM 7. FINANCIAL STATEMENTS
EXHIBIT NUMBER EXHIBIT
1.1 Definitive Underwriting Agreement, dated August 7, 1997,
relating to the 6.80% Notes due 2002, the 6.95% Notes due 2004
and the 7.20% Notes due 2007.
4.1 Definitive Indenture, dated as of August 7, 1997, between
Summit Properties Partnership, L.P. and First Union National
Bank.
4.2 Form of Supplemental Indenture No. 1, between Summit
Properties Partnership, L.P. and First Union National Bank,
including forms of the 6.80% Note due 2002, the 6.95% Note
due 2004 and the 7.20% Note due 2007.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be filed on its behalf by
the undersigned hereunto duly authorized.
SUMMIT PROPERTIES PARTNERSHIP, L.P.
By: SUMMIT PROPERTIES INC., its general
partner
Dated: August 11, 1997 By: /s/ MICHAEL L. SCHWARZ
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Michael L. Schwarz
Executive Vice President
Chief Financial Officer