<PAGE> 1
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): October 14, 1998
AMERICAN INDUSTRIAL PROPERTIES REIT
(Exact Name of Registrant as Specified in its Charter)
Texas 1-9016 75-6335572
(State or Other Jurisdiction of (Commission File (I.R.S. Employer
Incorporation or Organization) Number) Identification No.)
6210 North Beltline Road, Suite 170, Irving, Texas 75063-2656
(Address of Principal Executive Offices) (ZIP Code)
Registrant's telephone number, including area code: (972)756-6000
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
<PAGE> 2
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On October 14 and October 16, 1998, American Industrial Properties REIT
(the "Trust") purchased the A&A Portfolio consisting of five light industrial
properties totaling approximately 561,000 square feet located in Virginia.
The properties were acquired from five entities for total consideration of
$40,170,000. The purchase price was funded with $22,421,000 in assumed debt and
the remainder in borrowings from Developers Diversified Realty Corporation, a
strategic investor in the Trust.
Customer sizes range from 1,589 square feet to 154,226 square feet, with
the major customers including AT&T, Emery Airfreight, Richards Corporation,
Shared Laboratory Services and Schlumberger Tech.
The A&A Portfolio includes the following properties:
(1) AT&T - BATTLEFIELD. AT&T Battlefield ("Battlefield") was acquired on
October 14, 1998 from Battlefield/Virginia, Inc. Battlefield is
comprised of 2 buildings located on 12.3 acres in Manassas, Virginia
and contains 154,226 square feet of light industrial space. Battlefield
was constructed in 1989 and 1991 and is 100% leased to 1 customer.
(2) GREENBRIER CIRCLE. Greenbrier Circle was acquired on October 16, 1998
from A&A Greenbrier, Inc. Greenbrier Circle is comprised of 2 buildings
located on 15.4 acres in Chesapeake, Virginia and contains 228,690
square feet of light industrial space. The property was constructed in
1981 and 1983 and is 82% leased to 18 customers.
(3) GREENBRIER TECH. Greenbrier Tech was acquired on October 16, 1998 from
A&A Greenbrier Tech, Inc. Greenbrier Tech is comprised of 1 building
located on 8.5 acres in Chesapeake, Virginia and contains 95,162 square
feet of light industrial space. The property was constructed in 1986
and is 95% leased to 10 customers.
(4) NORTHPOINTE B. Northpointe B was acquired on October 16, 1998 from A&A
Northpointe B, Inc. Northpointe B is comprised of 1 building located on
2.9 acres in Sterling, Virginia and contains 36,654 square feet of
light industrial space. Northpointe B was constructed in 1986 and is
100% leased to 2 customers.
(5) NORTHPOINTE C. Northpointe C was acquired on October 16, 1998 from A&A
Northpointe C, Inc. Northpointe C is comprised of 1 building located on
4.3 acres in Sterling, Virginia and contains 46,080 square feet of
light industrial space. Northpointe C was constructed in 1987 and is
88% leased to 4 customers.
After the acquisition of the A&A Portfolio, the Trust now owns, directly or
through operating partnerships, 60 real estate properties in 13 states. The
Trust's industrial properties are concentrated in the Texas market with 23 of
the 48 industrial properties located in the Dallas, Austin and Houston areas.
The office buildings are primarily located in the west with three of the ten
located in California. The two retail properties are located in Colorado and
Florida.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
Financial statements will be filed within sixty (60) days from the
date this report is filed.
(b) Pro forma Financial Information.
Pro forma financial information will be filed within sixty (60) days
from the date this report is filed.
(c) Exhibits:
Exhibits will be filed within sixty (60) days from the date this
report is filed.
<PAGE> 3
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.
AMERICAN INDUSTRIAL PROPERTIES REIT
By: /s/ Charles W. Wolcott
------------------------------------
Charles W. Wolcott
President and Chief Executive Officer
Dated: October 29, 1998