As filed with the Securities and Exchange Commission on April 23, 1998
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) April 21, 1998
CAPITAL TRUST
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(Exact name of registrant as specified in its charter)
California 1-8063 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)
707415.6
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ITEM 2. Acquisition or Disposition of Assets
On April 21, 1998, the Registrant originated and funded a $36 million
junior mezzanine loan (the "Mezzanine Loan") to AGBRI Hexagon, L.P. (the
"Borrower") to acquire a portfolio of properties located in Texas and Southern
California (the "Portfolio"). The Portfolio includes four office properties
containing approximately 1.9 million square feet, a 184-room hotel, and an
office/hotel complex comprised of a 140,200 square foot office property and a
291-room hotel. The Mezzanine Loan is secured by a pledge of the ownership
interests in the entities that own the Portfolio.
Proceeds from the Mezzanine Loan, in conjunction with the proceeds from
a concurrent senior loan and senior mezzanine loan (collectively, the
"Acquisition Loans") obtained by the Borrower from other lenders, were used
primarily to acquire the Portfolio and to establish an interest reserve and
other reserves required under the loan documents.
The Mezzanine Loan was funded with existing cash. The Mezzanine Loan
has a term of two years and the Borrower may extend the Mezzanine Loan for up to
two six-month periods, subject to certain terms and conditions and the payment
of an extension fee. The Mezzanine Loan is non-amortizing and bears interest at
a specified rate above LIBOR. In addition, at closing, the Borrower purchased
from another intermediary an interest rate cap for the Acquisition Loans.
707415.6
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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
(Registrant)
Date: April 23, 1998 By: /s/ Edward L. Shugrue III
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Name: Edward L. Shugrue III
Title: Chief Financial Officer
707415.6
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