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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) November 1, 2000
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Wells Real Estate Investment Trust, Inc.
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(Exact name of registrant as specified in its charter)
Maryland
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(State or other jurisdiction of incorporation)
0-25739 58-2328421
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(Commission File Number) (IRS Employer Identification No.)
6200 The Corners Parkway, Suite 250, Norcross, Georgia 30092
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (770) 449-7800
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(Former name or former address, if changed since last report)
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Item 2. Acquisition of Assets
Motorola Plainfield Building
Purchase of the Motorola Plainfield Building. On November 1, 2000, Wells
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Operating Partnership, L.P. (Wells OP), a Delaware limited partnership formed to
acquire, own, lease and operate real properties on behalf of Wells Real Estate
Investment Trust, Inc. (Registrant), a Maryland corporation, purchased a three-
story office building with approximately 236,710 rentable square feet located at
1111 Durham Avenue, Middlesex County, South Plainfield, New Jersey (Motorola
Plainfield Building). Wells OP purchased this building from WHMAB Real Estate
Limited Partnership (WHMAB), a Delaware limited partnership, pursuant to that
certain Agreement of Purchase and Sale of Property (Agreement) between WHMAB and
Wells Capital, Inc. (Advisor), a Georgia corporation. WHMAB is not in any way
affiliated with the Registrant or the Advisor.
The rights under the Agreement were assigned by the Advisor, the original
purchaser under the Agreement, to Wells OP at closing. The purchase price for
the Motorola Plainfield Building was $33,648,156. Wells OP also incurred
additional acquisition expenses in connection with the purchase of the Motorola
Plainfield Building, including attorneys' fees, recording fees, loan fees, and
other closing costs, of approximately $105,225. In order to finance part of the
acquisition of the Motorola Plainfield Building, Wells OP obtained $18,846,698
in loan proceeds from a revolving credit facility established with SouthTrust
Bank, N.A. (SouthTrust Loan). Wells OP incurred $41,250 in loan fees in
connection with the receipt of loan proceeds from the SouthTrust Loan. In order
to aid Motorola in defraying certain tenant improvement costs, WHMAB agreed to
provide Motorola allowances of: (i) $1,350,000 for base building improvements,
(ii) $5,585,850 for tenant improvements, and (iii) $452,676 for architectural
improvements. A portion of the allowances for improvements were paid at or prior
to closing while the remaining $4,030,806 of the allowances will be paid from an
escrow account that was established at closing.
Description of the Building and Site. As set forth above, the Motorola
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Plainfield Building is a three-story office building containing approximately
236,710 rentable square feet. The Motorola Plainfield Building was completed in
1976, and is located on a 34.5 acre tract of land. The property includes a
cafeteria, gym, storage area, baseball field, heliport and tennis courts along
with 918 surface parking spaces.
The Motorola Plainfield Lease. The entire 236,710 rentable square feet of the
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Motorola Plainfield Building is currently under a net lease agreement with
Motorola, Inc. (Motorola). The landlord's interest in the Motorola lease was
assigned to Wells OP at the closing. The initial term of the Motorola lease is
ten years which commenced on November 1, 2000, and expires on October 31, 2010.
Motorola has the right to extend the Motorola lease for two additional five-year
periods of time for a base rent equal to the greater of (i) the last years rent,
or (ii) 95% of the then-current "fair market rental rate." The current annual
rent payable under the Motorola lease is $3,324,428. Motorola has an expansion
right for an additional 143,000 rentable square feet. Additionally, Motorola has
a right of first offer if Wells OP decides to sell the building.
The Tenant. The building is occupied by Motorola's Personal Communications
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Systems Division (PCS). PCS is a worldwide developer and manufacturer of space
and ground communications equipment and systems. Motorola, a New York Stock
Exchange Company, had net income of
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$891 million on revenues of $33.1 billion for the fiscal year 1999, and has a
net worth of over $18.7 billion.
Property Management Fees. Wells Management Company, Inc. (Wells Management), an
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affiliate of the Registrant, has been retained to manage and lease the Motorola
Plainfield Building. The Registrant shall pay management and leasing fees to
Wells Management in the amount of 4.5% of gross revenues from the Motorola
Plainfield Building.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements. Since it is impracticable to provide the required
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financial statements for the acquired real property described above at the time
of this filing, and no financial statements (audited or unaudited) are available
at this time, the Registrant hereby confirms that the required financial
statements will be filed on or before January 15, 2001 by amendment to this Form
8-K, which date is within the 60 day period allowed to file such an amendment.
(b) Pro Forma Financial Information. See Paragraph (a) above.
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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.
WELLS REAL ESTATE INVESTMENT
TRUST, INC. (Registrant)
By: /s/ Leo F. Wells, III
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Leo F. Wells, III
President
Date: November 13, 2000
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