SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):December 5, 1996
WINTHROP CALIFORNIA INVESTORS LIMITED PARTNERSHIP
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(Exact name of registrant as specified in its charter)
Delaware 0-14536 04-2869812
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
One International Place, Boston, MA 02110
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (617) 330-8600
Former name or former address, if changed since last report:
Not applicable.
Item 5 Other Events.
Winthrop California Investors Limited Partnership (the
"Registrant"), the controlling general partner of the owner
of Park Place at 3333 Michelson Drive in Irvine, California,
and its mortgage lenders announced that they have reached an
agreement to restructure the operating partnership's debt.
The proposed restructuring involves the formation of a new
recapitalized equity partnership between the Registrant and
the lenders, exchanges a substantial amount of secured debt
for equity, and is expected to extend the debt's maturity
date five years to the year 2001. The agreement provides
that the Registrant maintain a significant equity interest
in the new entity and that Winthrop Management continue to
manage and lease the property.
The restructuring is proposed to be effected through a
prearranged plan of reorganization of the operating
partnership under Chapter 11 of the Bankruptcy Code. The
Plan is expected to be filed within the next 60 days.
Park Place's largest tenant is the Fluor Daniel Corporation
under a lease agreement which expires in 1999. Winthrop
Management is continuing its negotiations with Fluor Daniel
regarding a long-term lease renewal, however, the
restructuring is proposed to occur regardless of whether
Fluor renews its lease at the property.
The Park Place office complex is one of the largest
commercial properties in Orange County. Located on 105
acres, the complex consists of 1.8 million square feet of
space. Park Place tenants include Fluor Daniel, HomeBase,
AirTouch Cellular, The Federal Deposit Insurance Corporation
and El Pollo Loco.
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
thereunto duly authorized.
WINTHROP CALIFORNIA INVESTORS
LIMITED PARTNERSHIP
By: Winthrop Financial Associates,
A Limited Partnership, as
Managing General Partner
By: /s/Michael L. Ashner
Michael L. Ashner
Chief Executive Officer
By: /s/Edward V. Williams
Edward V. Williams
Chief Financial Officer
DATED: December 26, 1995
