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
July 15, 1998 (June 30, 1998) Date of
Report (Date of earliest event reported)
Baron Capital Trust
Exact name of registrant as specified in its charter
Delaware 333-35063 31-1574856
State or other jurisdiction Commission File Number IRS Employer
of incorporation Identification No.
Baron Capital Trust
7826 Cooper Road
Cincinnati, Ohio 45242
Address of principal executive offices, zip code
513-984-5001
Registrant's telephone number,
including area code
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Item 2. Acquisition or Disposition of Assets
On June 30, 1998, Baron Capital Properties, L.P. ("Baron Properties"), a
Delaware limited partnership of which the registrant is the sole general partner
and a limited partner, acquired 100% of the limited partnership interest in
Heatherwood Kissimmee, Ltd., a Florida limited partnership (the "Heatherwood
Partnership") which owns fee simple title to a 67-unit residential apartment
property located at 1005 Airport Road in Kissimmee, Florida 32741 (the
"Heatherwood Property").
The Heatherwood Property, completed in 1981, consists of 17 studio/ one
bathroom units, 45 one bedroom/ one bathroom units, and 5 two bedroom/one
bathroom units. The property is situated on approximately 3.75 acres and has
approximately 35,136 square feet of rentable area. The average unit size of the
studio, one bedroom and two bedroom units is approximately 288, 576 and 864
square feet, respectively. The average monthly rental rate as of July 1, 1998
for each type of unit is approximately $379, $439 and $539, respectively, or
$1.31, $.76 and $.62 per square foot, respectively. The units were approximately
98% occupied as of July 1, 1998. The average monthly occupancy rates for 1997
and so far in 1998 were approximately 98% and 97%, respectively.
Baron Properties acquired the limited partnership interest in the
Heatherwood Partnership from Rylex Capital, L.L.C., a Florida limited liability
company. The registrant has the right to acquire for nominal consideration the
outstanding common stock of Baron Capital XLV, Inc., a Florida corporation which
is the general partner of the Heatherwood Partnership, from Gregory K. McGrath,
one of the founders and the Chief Executive Officer of the registrant.
The purchase price paid by Baron Properties for the limited partnership
interest was $830,515 and was paid out of the net proceeds of the registrant's
sale of Common Shares in an ongoing public offering which commenced in May 1998.
The purchase price was determined by the parties to the transaction in
arms-length negotiations and was based on a March 1998 appraisal of the property
by Consortium Appraisal and Consulting Services, Inc., an independent appraisal
firm located in Winter Park, Florida.
The Heatherwood Property is subject to first mortgage financing with a
current principal balance of approximately $1,245,000. The first mortgage is
held by GMAC Commercial Mortgage Corporation. The maturity date of the first
mortgage loan is December 2004. The monthly debt service payments are $8,847, or
an annual amount of $106,164. The loan bears a fixed interest rate of 7.625% and
amortizes on a 30-year basis. The loan is prepayable at any time, provided that
until June 2004, prepayment requires payment of a prepayment fee in an amount
equal to the greater of 1% of the principal amount of the loan or a yield
maintenance amount to be calculated in accordance with the terms of the loan.
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The acquisition by Baron Properties was unanimously approved prior to the
closing by the Independent Trustees of the registrant.
Item 7. Financial Statements and Exhibits.
The financial statements required by this item have not been filed with
this initial report. Such financial statements will be filed by amendment to
this initial report within 60 days after the date of execution of this initial
report.
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.
BARON CAPITAL TRUST
Date: July 15, 1998 By: /s/ Gregory K. McGrath
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Gregory K. McGrath,
Chief Executive Officer
