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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): DECEMBER 12, 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 $30,000,000 aggregate principal amount of its 6
5/8% Notes due 2003 (the "Notes") on December 17, 1997. The offering of the
Notes will be made pursuant to a Prospectus Supplement dated December 12, 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 Notes will bear interest at 6 5/8% per annum and will mature on
December 15, 2003. The Notes will bear interest from December 17, 1997 or from
the immediately preceding Interest Payment Date (as defined below) to which
interest had been paid, payable semi-annually in arrears on June 15 and
December 15 of each year, commencing June 15, 1998 (each, an "Interest Payment
Date"), to the persons in whose name the Notes are registered in the security
register on the preceding June 1 or December 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. 2 referenced below), if any, with respect to such
Notes.
The Notes will be issued under an Indenture and Supplemental Indenture
No. 2 between the Partnership and First Union National Bank, as Trustee. The
underwriting discount for the Notes will be .625% and the price to the public
will be 99.786% of the principal amount of the Notes.
The anticipated net proceeds to the Partnership from the sale of the
Notes will be approximately $29.6 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 December 17, 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 December 12, 1997,
relating to the 6 5/8% Notes due 2003.
4.1 Definitive Indenture, dated as of August 7, 1997, between
Summit Properties Partnership, L.P. and First Union National
Bank (incorporated by reference to the Form 8-K filed by
Summit Properties Partnership, L.P. on August 11, 1997).
4.2 Form of Supplemental Indenture No. 2, between Summit
Properties Partnership, L.P. and First Union National Bank,
including a form of the 6 5/8% Note due 2003.
12.1 Summit properties Partnership, L.P. Calculation of Ratios of
Earnings to Fixed Charges Nine Months ended September 30,
1997 and Years Ended December 31, 1996, 1995, 1994, 1993 and
1992.
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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: December 16, 1997 By: /s/ Michael L. Schwarz
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Michael L. Schwarz
Executive Vice President
Chief Financial Officer