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
February 11, 1999 (January 27, 1999)
Date of Report (Date of earliest event reported)
Baron Capital Trust
Exact name of registrant as specified in its charter
Delaware 333-35063 Commission 31-1574856
State or other jurisdiction 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
In October 1998 and January 1999, Baron Capital Properties, L.P. (the
"Operating Partnership"), a Delaware limited partnership of which the Registrant
is the sole general partner and a limited partner, acquired an approximately
12.3% and 6.15% limited partnership interest, respectively, in Alexandria
Development, L.P. (the "Alexandria Partnership"). The Alexandria Partnership is
a Delaware limited partnership which is the owner and developer of a 168-unit
residential apartment property (the "Alexandria Property") under construction in
Alexandria, Kentucky. Forty-nine of the 168 residential units (approximately
29%) have been completed and are in the rent-up stage. As of February 9, 1999,
28 (or approximately 57%) of the 49 units completed have been rented at an
average monthly rental rate of approximately $672.
The Operating Partnership paid an aggregate of $600,000 for the 18.45%
partnership interest acquired and retains an option to acquire the remaining
limited partnership interests at the same price per percentage interest (for a
total price of approximately $3,250,000 for the entire limited partnership
interest). The option is exercisable as additional apartment buildings are
completed and rented.
The Operating Partnership acquired the limited partnership interests from
the Alexandria Partnership after that partnership redeemed, at the same price
paid by the Operating Partnership, a like amount of limited partnership
interests held by Gregory K. McGrath, a founder of the Registrant and the
Operating Partnership and their respective Chief Executive Officer. An affiliate
controlled by Mr. McGrath serves as the managing general partner of the
Operating Partnership and the Alexandria Partnership. Mr. McGrath has guaranteed
that the Operating Partnership will receive an annualized return on its
investment of 12% until the earlier to occur of (i) December 31, 1999 or (ii)
the full completion of the Alexandria Property and the achievement of a
stabilized occupancy rate of at least 90% for at least 90 consecutive days.
The purchase price was determined by the parties taking into account an
appraisal of the Alexandria Property prepared in July 1998 by Cushman &
Wakefield, an independent appraisal firm, which estimated the current value of
the Alexandria Property at $11,000,000, assuming satisfactory completion of the
property and stabilized occupancy.
The transaction was unanimously approved by the Independent Trustees of the
Registrant prior to closing of the acquisition.
Item 7. Financial Statements and Exhibits.
Neither financial statements nor exhibits are required by this item.
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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.
BARON CAPITAL TRUST
Date: February 11, 1999 By: /s/ Gregory K. McGrath
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Gregory K. McGrath,
Chief Executive Officer
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