As filed with the Securities and Exchange Commission on March 17, 1999
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) February 26, 1999
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CAPITAL TRUST, INC.
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(Exact name of registrant as specified in its charter)
Maryland 1-14788 94-6181186
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
605 Third Avenue, 26th Floor
New York, New York 10016
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(Address of principal executive offices) (Zip Code)
(212) 655-0220
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(Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report)
818395.2
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ITEM 2. Acquisition or Disposition of Assets
On February 26, 1999, the Registrant, through its wholly owned
subsidiary, CT-BB Funding Corp., purchased, at approximately 80% of face value,
$246.0 million of subordinated commercial mortgage-backed securities ("CMBS")
priced with a blended yield of 10.65% representing 533 basis points over the
prevailing yield on comparable maturity Treasuries. The purchase price was
approximately $196.9 million plus accrued interest. The CMBS are comprised of 11
separate issues including 15 separate classes all rated BB and are secured by
approximately 1,450 properties throughout the United States. The CMBS were
purchased from an affiliate of Deutsche Bank AG (the "Seller"). Simultaneously
with the purchase transaction, CT-BB Funding Corp. entered into an interest rate
swap with an affiliate of Deutsche Bank AG for the full duration of the CMBS in
order to hedge its interest rate exposure.
The purchase price for the CMBS was funded 30% with available cash
and 70% with Seller financing provided pursuant to a term redeemable securities
contract (the "Financing"). The Financing, which matures in three years, is
payable monthly in arrears and bears interest at a floating rate of LIBOR plus
50 basis points which, after giving effect to swap costs, is equivalent to fixed
rate financing at 6.045%.
818395.2
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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.
CAPITAL TRUST, INC.
(Registrant)
Date: March 17, 1998 By: /s/ Edward L. Shugrue III
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Name: Edward L. Shugrue III
Title: Chief Financial Officer
818395.2
