As filed with the Securities and Exchange
Commission on June 12, 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) June 2, 1998
CAPITAL TRUST
(Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>
<S> <C> <C>
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)
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723058.4
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ITEM 2. Acquisition or Disposition of Assets
On June 2, 1998, the Registrant originated a $36 million first mortgage
acquisition and improvements loan (the "Loan") to Coolidge-South Markets
Equities, L.P. (the "Borrower"). The Loan is secured by a portfolio of community
shopping center properties and other retail properties located in south Florida
(the "Portfolio"), and a pledge of the equity interests in the Borrower. In
addition, there is a limited debt service guarantee from principals of the
Borrower. The Registrant funded $32.3 million of the loan obligation at closing
and retains an unfunded loan obligation of $3.7 million to fund reserves for
tenant improvements, leasing commissions and base building capital expenditures.
Proceeds of the Loan, in conjunction with equity funds contributed by
principals of the Borrower, were used primarily to acquire the Portfolio and to
establish reserves required under the loan documents. The Portfolio includes
thirteen (13) community shopping center and other retail properties containing
approximately 400,000 square feet of rentable space.
The Loan was funded with existing cash on hand. The Loan has a term of
three years and bears interest at a specified rate over LIBOR. Prepayment is
permitted at any time subject to a prepayment penalty during the first eighteen
(18) months of the Loan and with no prepayment penalty during the final eighteen
(18) months of the Loan. In addition, the Borrower is required to pay a
specified fee to the Registrant upon partial or full satisfaction of the Loan.
723058.4
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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: June 12, 1998 By: /s/ Edward L. Shugrue III
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Name: Edward L. Shugrue III
Title: Chief Financial Officer
723058.4
