================================================================================
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
June 8, 2004
Date of Report (Date of earliest event reported)
FIRST INDUSTRIAL, L.P.
(Exact name of registrant as specified in its charter)
Maryland 333-21873 36-3924586
(State or other jurisdiction of (Commission file number) (I.R.S. Employer
incorporation or organization) Identification No.)
311 S. Wacker Drive, Suite 4000
Chicago, Illinois 60606
(Address of principal executive offices, zip code)
(312) 344-4300 (Registrant's telephone number,
including area code)
================================================================================
Item 5. Other Events
Attached as Exhibit 99.1 to this Form 8-K is the ratio of earnings to fixed
charges for the three months ended March 31, 2004.
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.
FIRST INDUSTRIAL, L.P.
By: /s/ Scott A. Musil
---------------------------
Name: Scott A. Musil
Title: Senior Vice President
Date: June 8, 2004
EXHIBIT INDEX
Number Description
- ------ -----------
99.1 Ratio of Earnings to Fixed Charges.
Exhibit 99.1
FIRST INDUSTRIAL, L.P.
RATIO OF EARNINGS TO FIXED CHARGES
(DOLLARS IN THOUSANDS)
Three
Months
Ended Year Ended December 31,
------------ -------------------------------------------------------------
March 31,
2004 2003(b) 2002(b) 2001(b) 2000(b) 1999(b)
----------- ---------- --------- --------- --------- -----------
Income from Continuing Operations................. $ 8,848 $ 43,505 $ 74,745 $ 106,047 $ 99,770 $ 114,729
Plus: Interest Expense and Amortization of
Deferred Financing Costs..................... 24,098 96,959 89,297 80,583 82,568 78,094
----------- ---------- --------- --------- --------- -----------
Earnings Before Fixed Charges..................... $ 32,946 $ 140,464 $ 164,042 $ 186,630 $ 182,338 $ 192,823
=========== ========== ========= ========= ========= ===========
Fixed Charges..................................... $ 24,489 $ 97,720 $ 97,089 $ 90,533 $ 87,771 $ 83,662
=========== ========== ========= ========= ========= ===========
Ratio of Earnings to Fixed Charges (a)............ 1.35x 1.44x 1.69x 2.06x 2.08x 2.30x
=========== ========== ========= ========= ========= ===========
(a) For purposes of computing the ratios of earnings to fixed charges, earnings
have been calculated by adding fixed charges (excluding capitalized
interest) to income from continuing operations. Fixed charges consist of
interest cost, whether expensed or capitalized, and amortization of
deferred financing costs.
(b) During the three months ended March 31, 2004, the Operating Partnership
sold 18 industrial properties that met the criteria established by the
Financial Accounting Standards Board's Statement of Financial Accounting
Standards No. 144, "Accounting for the Impairment or Disposal of Long Lived
Assets" ("FAS 144") to be included in discontinued operations. At March 31,
2004, the Operating Partnership also owned two industrial properties
classified as held for sale that met the criteria established by FAS 144 to
be included in discontinued operations. In accordance with FAS 144, the
results of operations of the 18 industrial properties sold during the three
months ended March 31, 2004 and the two industrial properties held for sale
at March 31, 2004 are included in discontinued operations. Income from
continuing operations for the years ended December 31, 1999 through 2003
reported in the table above has been restated to reflect the
reclassification of the net income attributable to these properties from
continuing operations to discontinued operations. As a result, income from
continuing operations and ratio of earnings to fixed charges reported in
the table above will not agree to the income from continuing operations and
ratio of earnings to fixed charges reported in the Operating Partnership's
2003 Form 10-K.