UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 30, 1998
CORPORATE OFFICE PROPERTIES TRUST
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(Exact name of registrant as specified in its charter)
Maryland 0-20047 23-2947217
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification Number)
One Logan Square, Suite 1105
Philadelphia, PA 19103
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(Address of principal executive offices) (Zip Code)
(215) 567-1800
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Registrant's telephone number, including area code)
Item 2. Acquisition or Disposition of Assets.
On April 30, 1998, the Corporate Office Properties Trust (the "Company") through
affiliates of Corporate Office Properties, L.P. (the "Operating Partnership"),
acquired nine multistory office buildings and three office/flex buildings (the
"Acquired Properties") located in the Baltimore/Washington corridor adjacent to
the BWI Airport in Linthicum, Anne Arundel County, Maryland from unrelated
parties.
The purchase price of the Acquired Properties totaled approximately $72 million,
paid in cash. The acquisition was accomplished through a combination of (i) the
purchase of the debt encumbering the Acquired Properties from the former
mortgage lender, Aetna Life Insurance Company and (ii) the purchase of all the
partnership interests in the partnerships that owned the Acquired Properties.
These partnership interests were owned by Airport Square Limited Partnership, a
Maryland limited partnership, Airport Square Corporation, a Maryland corporation
and Camp Meade Corporation, a Maryland corporation.
The Acquired Properties, located in the Airport Square Office Park and the
Airport Square Technology Park, total approximately 815,000 square feet. As of
May 1, 1998, the Acquired Properties were 97% leased to 37 tenants. Major
tenants include the government of the United States of America and Ciena
Corporation, under several leases aggregating approximately 210,000 and 182,000
square feet, respectively, representing 26% and 22% of the Acquired Properties'
aggregate square feet.
The following table sets forth a summary schedule of the lease expirations for
the Acquired Properties, for leases in place as of May 1, 1998, assuming that
none of the tenants exercise renewal options.
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Total
Rental
Revenue of
Total Rental Expiring Percentage of
Square Percentage Revenue of Leases per Total Rental
Year of Number of Footage of of Total Expiring Rentable Revenue
Lease Leases Expiring Leased Leases Square Expiring
Expiration Expiring Leases Square Feet ($000) (1) Foot (1) (1)
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5/1/98-
12/31/98 (2) 9 123,492 15.61% $ 1,203,137 $ 9.74 12.03%
1999 7 205,052 25.92 2,572,069 12.54 25.71
2000 5 16,573 2.09 259,076 15.63 2.59
2001 4 82,476 10.42 1,416,465 17.17 14.16
2002 8 210,234 26.57 2,572,955 12.24 25.72
2003 - - - - - -
2004 - - - - - -
2005 2 61,779 7.81 967,272 15.66 9.67
2006 - - - - - -
2007 - - - - - -
2008 2 91,589 11.58 1,012,376 11.05 10.12
2009 and
thereafter - - - - - -
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Total/Average 37 791,195 100.00% $10,003,350 $12.64 100.00%
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(1) Total Rental Revenue is the monthly contractual charge as of May 1, 1998
multiplied by 12 excluding any operating expense reimbursements
(2) Excludes 23,818 vacant square feet as of May 1, 1998.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Businesses Acquired
The combined financial statements of the Acquired Properties will
be filed by amendment not later than June 29, 1998.
(b) Pro Forma Financial Information
The pro forma condensed consolidated financial statements of the
Company will be filed by amendment not later than June 29, 1998.
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(c) Exhibits
Exhibit Number Description
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2.1 Assignment of Partnership Interests dated as of April 30,
1998 between Airport Square Limited Partnership, Airport
Square Corporation, Camp Meade Corporation and COPT
Airport Square One LLC and COPT Airport Square Two LLC.
10.1 Assignment of Purchase and Sale Agreement dated as of
April 30, 1998 between Aetna Life Insurance Company and
the Operating Partnership.
10.2 Assignment of Loan Purchase and Sale Agreement dated as
of April 30, 1998 between Constellation Real Estate, Inc.
and the Operating Partnership.
10.3 Purchase and Sale Agreement dated as of April 1, 1998
between Aetna Life Insurance Company and Airport Square
Limited Partnership
10.4 Loan Purchase and Sale Agreement dated as of March 13, 1998
between Aetna Life Insurance Company and Constellation Real
Estate, Inc.
10.5 Amendment to Loan Purchase and Sale Agreement dated as of
April 16, 1998 between Aetna Life Insurance Company and
Constellation Real Estate, Inc.
Exhibits and Schedules have been omitted based on rule 601(b)(2). Such
exhibits and schedules are described in the agreements. The registrant hereby
agrees to furnish to the Commission upon its request any or all such ommitted
exhibits or schedules.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: May 14, 1998
CORPORATE OFFICE PROPERTIES TRUST
By: /s/ Clay W. Hamlin, III
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Name: Clay W. Hamlin, III
Title: President and
Chief Executive Officer
By: /s/ Thomas D. Cassel
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Name: Thomas D. Cassel
Title: Vice President Finance
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