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
Date of Report: November 24, 1997
(Date of Earliest Event Reported)
Commission File No. 000-22683
GABLES REALTY LIMITED PARTNERSHIP
A DELAWARE LIMITED PARTNERSHIP
I.R.S. EMPLOYER IDENTIFICATION NO. 58-2077966
2859 PACES FERRY ROAD
ATLANTA, GEORGIA 30339
TELEPHONE: (770) 436-4600
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ITEM 5. OTHER EVENTS
Apartment Community Acquisitions:
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Gables Realty Limited Partnership (the "Operating Partnership" or the "Company")
is the entity through which Gables Residential Trust (the "Parent Company"), a
self-administered and self-managed real estate investment trust ("REIT"),
conducts substantially all of its business and owns (either directly or through
subsidiaries) substantially all of its assets. The Parent Company is currently
an 83.3% economic owner of the Operating Partnership (excluding the Parent
Company's direct or indirect ownership of 100% of the Operating Partnership's
Series A Preferred Units). The Parent Company controls the Operating Partnership
through Gables GP, Inc. ("GGPI"), a wholly-owned subsidiary of the Parent
Company and the sole general partner of the Operating Partnership (this
structure is commonly referred to as an umbrella partnership REIT or "UPREIT").
The term "Company" as used herein means Gables Realty Limited Partnership and
its subsidiaries.
On May 28, 1997, the Company acquired Wood Mill Apartments, a multifamily
apartment community located in Atlanta, Georgia, comprised of 438 apartment
homes, from The Prudential Insurance Company of America for an aggregate
purchase price of $29.1 million. On September 4, 1997, the Company acquired
Jefferson Forest Apartments, a multifamily apartment community located in
Houston, Texas, comprised of 404 apartment homes, from Jefferson Forest, L.P.
for an aggregate purchase price of $22.6 million. On September 26, 1997, the
Company acquired Jefferson at Vinings Apartments, a multifamily apartment
community located in Atlanta, Georgia, comprised of 310 apartment homes, from
Jefferson at Vinings Apartments, L.P. for an aggregate purchase price of $27.5
million. On September 30, 1997, the Company acquired The Crescent Apartments, a
multifamily apartment community located in Houston, Texas, comprised of 324
apartment homes, from Crescent Apartments Limited Partnership for an aggregate
purchase price of $22.6 million. The acquisition costs of Wood Mill Apartments,
Jefferson Forest Apartments, Jefferson at Vinings Apartments, and The Crescent
Apartments (collectively, the "Properties") were financed through borrowings
under the Company's $175 million unsecured revolving credit facility with
Wachovia Bank of Georgia, N.A., as agent bank, and four other participant banks.
The contracts related to the acquisition of the Properties were negotiated at
arms length between the Company and representatives of the respective sellers.
In assessing the Properties acquired, the Company's management considered the
existing leases, which are the primary source of revenue, the occupancy rates,
the competitive nature of the markets and comparative rental rates. Furthermore,
current and anticipated operating expenses, maintenance and repair costs, real
estate taxes and capital improvement requirements were evaluated. Management is
not aware of any material factors that would cause the reported financial
information in Item 7. to be misleading.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS:
(a) Financial Statements of the Properties Acquired Pursuant to Rule 3-14 of
Regulation S-X
The financial statements relating to the acquisition of Wood Mill
Apartments are attached hereto as Exhibit 99.1 and incorporated herein by
this reference. The financial statements of Jefferson Forest Apartments are
attached hereto as Exhibit 99.2 and incorporated herein by this reference.
The financial statements of Jefferson at Vinings Apartments are attached
hereto as Exhibit 99.3 and incorporated herein by this reference. The
financial statements of The Crescent Apartments are attached hereto as
Exhibit 99.4 and incorporated herein by this reference.
(b) Pro Forma Financial Information
The unaudited pro forma financial information relating to the acquisition
of the Properties is attached hereto as Exhibit 99.5 and incorporated
herein by this reference.
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(c) Exhibits
Exhibit
No. Description
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99.1 Statements of Excess of Revenues Over Specific Operating Expenses of Wood
Mill Apartments.
99.2 Statements of Excess of Revenues Over Specific Operating Expenses of
Jefferson Forest Apartments.
99.3 Statements of Excess of Revenues Over Specific Operating Expenses of
Jefferson at Vinings Apartments.
99.4 Statements of Excess of Revenues Over Specific Operating Expenses of The
Crescent Apartments.
99.5 Pro Forma Financial Information Related to the Acquisition of the
Properties.
23.1 Consent of Independent Public Accountants.
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SIGNATURE
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.
GABLES REALTY LIMITED PARTNERSHIP
By: Gables GP, Inc.
Its: General Partner
/s/ Marvin R. Banks, Jr.
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Marvin R. Banks, Jr.
Vice President and Chief Financial Officer
(Authorized Officer of the Registrant
and Principal Financial Officer)
Date: November 24, 1997
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Index to Exhibits
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Exhibit
No. Description
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99.1 Statements of Excess of Revenues Over Specific Operating Expenses of Wood
Mill Apartments.
99.2 Statements of Excess of Revenues Over Specific Operating Expenses of
Jefferson Forest Apartments.
99.3 Statements of Excess of Revenues Over Specific Operating Expenses of
Jefferson at Vinings Apartments.
99.4 Statements of Excess of Revenues Over Specific Operating Expenses of The
Crescent Apartments.
99.5 Pro Forma Financial Information Related to the Acquisition of the
Properties.
23.1 Consent of Independent Public Accountants.