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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): May 24, 2000
AMB PROPERTY CORPORATION
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(Exact name of registrant as specified in its charter)
Maryland 001-13545 94-3281941
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification Number)
505 Montgomery Street, San Francisco, California 94111
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(Address of principal executive offices) (Zip Code)
415-394-9000
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(Registrants' telephone number, including area code)
n/a
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(former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On May 24, 2000, AMB Property, L.P., in which we are the sole general
partner, entered into a $500 million unsecured revolving credit agreement that
replaces its previous $500 million credit facility that was to mature in
November 2000. We are a guarantor of AMB Property, L.P.'s obligations under the
credit facility. The new credit facility is with Morgan Guaranty Trust Company
of New York, as administrative agent, Bank of America, N.A., as syndication
agent, The Chase Manhattan Bank, as document agent, J.P. Morgan Securities Inc.
and Banc of America Securities LLC, as joint lead arrangers and joint
bookmanagers, and a syndicate of other banks.
The new credit facility matures in May 2003 and has a one-year extension
option. AMB Property, L.P. has the ability to increase available borrowings up
to $700 million by adding additional banks to the facility or obtaining the
agreement of existing banks to increase its commitments. The rate on the
borrowings will generally be LIBOR plus, based on the current credit rating of
AMB Property, L.P.'s long term debt, 75 basis points. In addition, there is a 15
basis point annual facility fee.
FORWARD LOOKING STATEMENTS
Some of the information included in this report may contain forward-looking
statements. Forward-looking statements involve numerous risks and uncertainties
and you should not rely on them as predictions of future events. The events or
circumstances reflected in forward-looking statements might not occur. You can
identify forward-looking statements by the use of forward-looking terminology
such as "believes," "expects," "may," "will," "should," "seeks,"
"approximately," "intends," "plans," "pro forma," "estimates" or "anticipates"
or the negative of these words and phrases or similar words or phrases. You can
also identify forward-looking statements by discussions of strategy, plans or
intentions. Forward-looking statements involve numerous risks and uncertainties
and you should not rely upon them as predictions of future events. There is no
assurance that the events or circumstances reflected in forward-looking
statements will be achieved or occur. Forward-looking statements are necessarily
dependent on assumptions, data or methods that may be incorrect or imprecise and
we may not be able to realize them. The following factors, among others, could
cause actual results and future events to differ materially from those set forth
or contemplated in the forward-looking statements: defaults on or non-renewal of
leases by tenants, increased interest rates and operating costs, our failure to
obtain necessary outside financing, difficulties in identifying properties to
acquire and in effecting acquisitions, our failure to successfully integrate
acquired properties and operations, our failure to divest of properties we have
contracted to sell or to timely reinvest proceeds from any such divestitures,
risks and uncertainties affecting property development and construction
(including construction delays, cost overruns, our inability to obtain necessary
permits and public opposition to these activities), our failure to qualify and
maintain our status as a real estate investment trust under the Internal Revenue
Code of 1986, as amended, environmental uncertainties, risks related to natural
disasters, financial market fluctuations, changes in real estate and zoning laws
and increases in real property tax rates. Our success also depends upon economic
trends generally, including interest rates, income tax laws, governmental
regulation,
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legislation, population changes and certain other matters discussed under
"Business Risks" under Item 5 of our Quarterly Report on Form 10-Q for the
quarterly period ended March 31, 2000. We caution you not to place undue
reliance on forward-looking statements, which reflect our analysis only and
speak only as of the date of this report or the dates indicated in the
statements.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits:
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<CAPTION>
Exhibit
Number Description
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<S> <C>
10.1 Revolving Credit Agreement dated as of May 24, 2000 among AMB
Property, L.P., the banks listed therein, Morgan Guaranty Trust
Company of New York, as Administrative Agent, Bank of America,
N.A., as Syndication Agent, the Chase Manhattan Bank, as
Documentation Agent, J.P. Morgan Securities Inc. and Banc of
America Securities LLC, as Joint Lead Arrangers and Joint
Bookmanagers, Bank One, NA, Commerzbank Aktiengesellschaft,
PNCBank National Association and Wachovia Bank, N.A., as Managing
Agents and Bankers Trust Company and Dresdner Bank AG, New York
and Grand Cayman Branches, as Co-Agents.
10.2 Guaranty of Payment made as of May 24, 2000 between AMB Property
Corporation and Morgan Guaranty Trust Company of New York, as
administrative agent for the banks listed on the signature page
of the Revolving Credit Agreement.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
AMB Property Corporation
(Registrant)
Date: June 13, 2000 By: /s/ Tamra Browne
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Tamra Browne
Vice President and General Counsel
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EXHIBIT INDEX
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<CAPTION>
Exhibit
No. Description
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<S> <C>
10.1 Revolving Credit Agreement dated as of May 24, 2000 among AMB
Property, L.P., the banks listed therein, Morgan Guaranty Trust
Company of New York, as Administrative Agent, Bank of America,
N.A., as Syndication Agent, the Chase Manhattan Bank, as
Documentation Agent, J.P. Morgan Securities Inc. and Banc of
America Securities LLC, as Joint Lead Arrangers and Joint
Bookmanagers, Bank One, NA, Commerzbank Aktiengesellschaft,
PNCBank National Association and Wachovia Bank, N.A., as Managing
Agents and Bankers Trust Company and Dresdner Bank AG, New York
and Grand Cayman Branches, as Co-Agents.
10.2 Guaranty of Payment made as of May 24, 2000 between AMB Property
Corporation and Morgan Guaranty Trust Company of New York, as
administrative agent for the banks listed on the signature page
of the Revolving Credit Agreement.
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