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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) November 12, 1997
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PAN PACIFIC RETAIL PROPERTIES, INC.
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(Exact Name of Registrant as Specified in its Charter)
Maryland 001-13243 33-0752457
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(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) Identification No.)
1631-B South Melrose Drive
Vista, California 92083
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (760) 727-1002
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N.A.
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(Former name or former address, if changed since last report)
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Item 2. Acquisition or Disposition of Assets
On November 12, 1997, Pan Pacific Retail Properties, Inc. (the
"Registrant") acquired three shopping centers located in the pacific
northwest. The assets purchased, acquired under three separate purchase and
sale agreements from unrelated third parties, represented a portfolio
transaction wherein the purchase of each property was contingent upon the
purchase of the other two properties.
Claremont Village was purchased pursuant to a purchase and sale
agreement dated September 24, 1997. The property, a 93,501 square foot
neighborhood center located in Everett, Washington, was acquired for
$10,725,000 from MGMAB Limited Partnership. The asset, acquired for cash,
was paid for with available cash and borrowings under an existing unsecured
credit facility available to the Registrant. The Registrant intends to
continue to operate the asset as a shopping center.
Olympia West Center was purchased pursuant to a purchase and sale
agreement dated September 24, 1997. The property, a 69,212 square foot
promotional center located in Olympia, Washington, was acquired for
$12,000,000 from Olympia West Partners, LP. The asset was acquired for cash
from borrowings under an existing unsecured credit facility available to the
Registrant and the assumption of approximately $6,100,000 of existing debt.
The Registrant intends to continue to operate the asset as a shopping center.
Tacoma Central was purchased pursuant to a purchase and sale agreement
dated September 24, 1997. The property, a 134,867 square foot community
center located in Tacoma, Washington, was acquired for $18,750,000 from
Tacoma Development Limited Partnership. The asset was acquired for cash from
borrowings under an existing unsecured credit facility available to the
Registrant and the assumption of approximately $11,600,000 of existing debt .
The Registrant intends to continue to operate the asset as a shopping center.
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Item 7. Financial Statements and Exhibits.
(a) Financial Statements.
It is impracticable to provide the required financial statements
of Claremont Village, Olympia West Center and Tacoma Central at
this time. The required financial statements of Claremont
Village, Olympia West Center and Tacoma Central will be filed by
amendment as soon as practicable, but not later than
January 26, 1998.
(b) Pro Forma Financial Information.
It is impracticable to provide the required pro forma financial
information for Claremont Village, Olympia West Center and
Tacoma Central at this time. The required pro forma financial
information for Claremont Village, Olympia West Center and
Tacoma Central will be filed by amendment as soon as practicable,
but not later than January 26, 1998.
(c) Exhibits.
The Exhibits to this report are listed on the Exhibit Index set
forth elsewhere herein.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized on November 25,
1997.
PAN PACIFIC RETAIL PROPERTIES, INC.
By: /s/ Stuart A. Tanz
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Stuart A. Tanz
President and Chief Executive Officer
By: /s/ David L. Adlard
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David L. Adlard
Executive Vice President and
Chief Financial Officer
By: /s/ Laurie A. Sneve
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Laurie A. Sneve, CPA
Vice President and Controller
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PAN PACIFIC RETAIL PROPERTIES, INC.
EXHIBIT INDEX
Number and Description of Exhibit
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99.1 Purchase and Sale Agreement between MGMAB Limited Partnership and
Pan Pacific Retail Properties, Inc. dated September 24, 1997
(previously filed as Exhibit 10.9 to the Registrant's Quarterly Report
on Form 10-Q relating to the nine months ended September 30, 1997 and
incorporated herein by this reference).
99.2 Purchase and Sale Agreement between Olympia West Partners, LP and
Pan Pacific Retail Properties, Inc. dated September 24, 1997
(previously filed as Exhibit 10.10 to the Registrant's Quarterly Report
on Form 10-Q relating to the nine months ended September 30, 1997 and
incorporated herein by this reference).
99.3 Purchase and Sale Agreement between Tacoma Development Limited
Partnership and Pan Pacific Retail Properties, Inc. dated September 24,
1997 (previously filed as Exhibit 10.11 to the Registrant's Quarterly
Report on Form 10-Q relating to the nine months ended September 30,
1997 and incorporated herein by this reference).
