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): June 15, 2000
USP REAL ESTATE INVESTMENT TRUST
(Exact name of registrant as specified in its charter)
Iowa 0-7589 42-6149662
(State or other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Organization)
4333 Edgewood Road, N.E., Cedar Rapids, Iowa 52499
(Address of principal executive office)
Registrant's telephone number, including area code: (319) 398-8975
Item 2. Acquisition or Disposition of Assets.
On June 15, 2000 (the "Closing Date"), pursuant to a Real
Estate Sale and Purchase Contract (the "Purchase Agreement")
dated January 20, 2000, by and between USP Real Estate Investment
Trust, an Iowa common law business trust (the "Trust"), and
AEGON USA Realty Advisors, Inc., an Iowa corporation and the
Trust's advisor ("AEGON Advisors"), the Trust sold all of its
real property assets (the "Properties"). The sale of the
Properties to AEGON Advisors was conditioned upon shareholder
approval of the sale, as well as shareholder approval of the
subsequent liquidation of the Trust, both of which were obtained
at a special meeting of the Trust's shareholders on June 13,
2000. AEGON USA, an Iowa corporation and parent company of AEGON
Advisors, is the largest shareholder of the Trust, beneficially
owning approximately 30.86% of the Trust's outstanding shares on
the Closing Date.
The purchase price of the Properties (the "Purchase Price")
was $33,500,000, and cash proceeds received from the sale, net of
closing costs, payment and assumption of outstanding mortgage
loans of approximately $9,300,000, and other closing adjustments,
was approximately $23,800,000. The Purchase Price was the result
of arm's-length negotiations between the Trust and AEGON
Advisors.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements. Not applicable.
(b) Pro forma Financial Information (incorporated herein by
reference to pages 12-13 of the Trust's Schedule 14A
filed May 12, 2000).
(c) Exhibits.
2.1 Real Estate Sale and Purchase Contract dated
January 20, 2000, by and between USP Real Estate Investment
Trust, an Iowa common law business trust, and AEGON USA
Realty Advisors, an Iowa corporation (incorporated herein by
reference to Exhibit 2 to the Trust's Annual Report on Form
10-K for the fiscal year ended December 31, 1999).
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.
USP REAL ESTATE INVESTMENT TRUST
By: /s/ Roger L. Schulz
Roger L. Schulz
Controller
(principal accounting officer)
Dated: June 30, 2000
