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
Date of report (Date of earliest event reported): December 27, 2004
AMREIT
(Exact name of Registrant as specified in its Charter)
Texas 0-28378 76-0410050
(State or other jurisdiction of (Commission file number) (I.R.S. Employer Identification)
incorporation or organization) Number)
8 Greenway Plaza, Suite 1000, Houston, Texas 77046
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 850-1400
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d- 2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 2.01 Completion of Acquisition or Disposition of Assets
On December 27, 2004, AmREIT acquired MacArthur Park Shopping Center, a
Kroger anchored shopping center consisting of 198,443 square feet located on
approximately 23 acres for $38 million. The property, which was acquired from
Regency Centers, is located in Dallas, Texas at the northwest intersection of
I-635 and MacArthur Boulevard in the heart of Las Colinas, an affluent
residential and business community that is home to Fortune 500 companies such as
ExxonMobil, Citigroup, and Sabre. The purchase price consists of
the assumption of $13.41 million in long term fixed rate debt with the remainder
to be paid in cash. The debt bears interest at 6.17% per annum and matures in
December 2008. The weighted average remaining lease term for the project is
eight years. The Kroger lease is for 20-years, containing approximately 63,000
square feet, expiring in November 2020. The shopping center is 100 percent
occupied. The 2005 net operating income contribution to AmREIT is expected to be
approximately $2.8 million in 2005.
Following is a list of MacArthur Park Shopping Center's current
tenants:
TENANT SQUARE FOOTAGE LEASE TERM EXPIRATION RENTAL INCREASES
--------------------- ------------------- ----------------- --------------------- ---------------------
Bogart Golf Texas 2,100 3 years September 2005 No
Gap 10,000 5 years October 2005 No
Claire's 1,400 5 years November 2005 Yes
Coldwell Banker 4,512 5 years November 2005 No
Commonwealth Land
Title Insurance 2,271 5 years November 2005 Yes
Great Clips 1,400 5 years November 2005 Yes
L'Amor Nails 1,050 5 years November 2005 Yes
Baja Fresh 2,650 5 years December 2005 No
MacArthur Park
Family Dentist 1,742 5 years December 2005 Yes
Gold 'N Carats
Jewelers 2,100 5 years December 2005 Yes
Royal Chopstick 2,378 5 years December 2005 Yes
Tip Top Cleaners 1,627 1 year January 2006 Yes
Hallmark 6,500 65 months February 2006 No
Bath & Body Works 2,556 64 months February 2006 No
Jane's Taylor 987 5 years February 2006 Yes
Pro Image Salon 1,400 63 months March 2006 Yes
Marble Slab Creamery 1,400 5 years April 2006 Yes
AT&T Wireless 2,326 5 years July 2006 Yes
Tasty Donut 1,395 5 years August 2006 Yes
Ascot Tuxedos 1,200 53 months January 2007 No
Harmonix Hair &
Skin Clinic 1,500 5 years January 2007 Yes
EB Games 1,052 5 years April 2008 No
Barnes & Noble 22,453 123 months January 2011 Yes
Linens 'n Things 35,000 124 months January 2011 No
Aaron Brothers 6,333 124 months February 2011 Yes
Corner Bakery 3,000 10 years April 2011 Yes
TENANT SQUARE FOOTAGE LEASE TERM EXPIRATION RENTAL INCREASES
--------------------- ------------------- ----------------- --------------------- ---------------------
Pho Que Huong
Noodle & Grill 2,258 10 years June 2011 Yes
Masala A Casual
Indian Diner 2,254 10 years July 2011 Yes
Texadelphia 2,616 10 years October 2011 Yes
Tin Star 2,818 10 years October 2012 Yes
Payless Shoe Source 2,567 10 years November 2012 Yes
Thai Enterprises 2,225 10 years November 2012 Yes
Kroger 63,373 20 years November 2020 No
On December 28, 2004 the Company issued a press release announcing, among other
things, this acquisition. A copy of that press release is filed as Exhibit 99.1
to this report on Form 8-K.
Item 2.06 Material Impairments
On December 22, 2004, the Company began marketing its Just For Feet project
located in Baton Rouge, Louisiana. The Company will record an impairment charge
to earnings of approximately $1.3 million in the fourth quarter to reflect the
anticipated loss to be incurred upon sale of the property, following the
bankruptcy of its sole tenant. After a thorough remarketing of the property
during the past 120 days, the Company could not replace the previously existing
value and determined to sell the asset and redeploy the remaining value into
more productive investments.
As previously announced, the Company intends to sell an additional $10-15
million of non-core assets and has begun the marketing process on these
properties. Based on management's evaluation of these properties, the local
markets and the remaining lease term, management does not anticipate any future
impairment issues on these properties.
Item 9.01 Financial Statements and Exhibits
See Exhibits:
Exhibit 99.1 December 28, 2004 Press release announcing MacArthur
Park property acquisition.
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.
Date: December 28, 2004
AMREIT
By: /s/ Chad C. Braun
-----------------------------------
Chad C. Braun
Executive Vice President and
Chief Financial Officer
Index to Exhibits
99.1 December 28, 2004 Press release announcing MacArthur Park property
acquisition.