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As filed with the Securities and Exchange Commission on August 26, 1994
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): August 26, 1994
DUKE REALTY INVESTMENTS, INC.
(Exact name of registrant as specified in its charter)
INDIANA 1-9044 35-1740409
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) identification No.)
incorporation)
8888 Keystone Crossing, Suite 1200
Indianapolis, Indiana 46240
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (317) 574-3531
NOT APPLICABLE
(Former name or former address changed since last report)
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Item 5. Pursuant to a reorganization which occurred on October 4, 1993, Duke
Realty Investments, Inc. acquired substantially all of the properties
and businesses of Duke Associates, a full-service commercial real
estate firm operating in the Midwest. In connection with the
reorganization, the unaudited financial statements of Duke
Associates for the Nine Months ended September 30, 1993 are being
filed as an exhibit to this form.
Item 7. Financial Statements and Exhibits
The following exhibits are filed with this report
Unaudited financial statements of Duke Associates for the Nine Months
ended September 30, 1993.
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
Duke Realty Investments, Inc.
(Registrant)
Date: August 26, 1994 By: /s/ Dennis D. Oklak
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Dennis D. Oklak
Vice President and Treasurer
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DUKE ASSOCIATES
COMBINED STATEMENT OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1993
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
<S> <C>
Rental Operations:
Revenues:
Rental income $42,721
Interest and other income 1,012
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43,733
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Operating expenses:
Rental expenses 8,765
Real estate taxes 4,340
Interest expense 25,580
Depreciation and amortization 10,599
General and administrative 780
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50,064
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Loss from rental operations (6,331)
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Property management operations:
Revenue:
Property management, maintenance and leasing fees 8,431
Construction and development fees 2,591
Interest and other income 932
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11,954
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Operating expenses:
Payroll 6,077
Maintenance 941
Office and other 1,543
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8,561
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Earnings from property management operations 3,393
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Operating loss (2,938)
Equity in earnings of non-combined companies 199
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Net loss $(2,739)
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</TABLE>
See accompanying notes to combined financial statements.
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DUKE ASSOCIATES
COMBINED STATEMENT OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1993
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<S> <C>
Cash flows from operating activities:
Net loss $ (2,739)
Adjustments to reconcile net loss to net cash provided
by operating activities:
Depreciation 7,200
Amortization 3,399
Straight-line rent adjustment (1,356)
Increase in construction receivables (10,109)
Other accrued revenues and expenses, net 9,298
Equity in earnings of non-combined companies (199)
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Net cash provided by operating activities 5,494
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Cash flows from investing activities:
Land and construction costs (3,252)
Distributions from non-combined companies 47
Deferred charges and other assets (3,193)
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Net cash used by investing activities (6,398)
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Cash flows from financing activities:
Proceeds from property indebtedness 39,407
Payments on property indebtedness (5,959)
Contributions by owners 10,221
Distributions to owners (24,224)
Advances from affiliates, net (13,480)
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Net cash provided by financing activities 5,965
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Net increase in cash and cash equivalents 5,061
Cash and cash equivalents at beginning of period 1,046
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Cash and cash equivalents at end of period $ 6,107
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</TABLE>
See accompanying notes to combined financial statements.
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DUKE ASSOCIATES
NOTES TO COMBINED FINANCIAL STATEMENTS
(UNAUDITED)
(1) ORGANIZATION AND BASIS OF COMBINATION
The accompanying combined financial statements of Duke Associates
include the operating businesses, commercial rental properties and undeveloped
land which are expected to be acquired by Duke Realty Investments, Inc.
(the "Company"). Duke Associates represents substantially all of the real
estate properties and operating businesses under common control of the current
Duke Associates owners which are engaged in the ownership, leasing, management,
construction and development businesses of commercial real estate in the
Midwest.
The financial statements of Duke Associates have been presented on the
combined basis because of the common ownership and management of the related
properties and operating businesses. After the aforementioned acquisition, the
properties and operating businesses will be majority owned and controlled by the
Company through its subsidiaries to be formed and known as Duke Realty Limited
Partnership and Duke Services, Inc. The equity method of accounting is used for
investments in non-majority owned partnerships and joint ventures in which Duke
Associates has the ability to exercise significant influence over operating and
financial policies. The cost method of accounting is used for two non-majority
owned joint ventures over which Duke Associates does not have the ability to
exercise significant influence, and the differences between the cost method and
the equity method of accounting for these joint ventures does not significantly
affect the financial position or results of operations.
All significant intercompany balances and transactions have been
eliminated in the combined financial statements.
The combined financial statements as of September 30, 1993 and for the
nine months then ended are unaudited; however, in the opinion of management, all
adjustments (consisting solely of normal recurring adjustments) necessary for a
fair presentation of the combined financial statements for this interim period
have been included. The results for the interim period ended September 30, 1993
are not necessarily indicative of the results to be obtained for the full fiscal
year.
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
REVENUES
All leases are classified as operating leases and rental income is
recognized on the straight-line basis over the terms of the leases.
Management fees are based on a percentage of rental receipts of properties
managed and are recognized as the rental receipts are collected.
Leasing fees are based on the gross value of leases signed and are
recognized as earned under the terms of the various contracts.
Maintenance fees are recognized as the services are performed based upon
established hourly rates.
Construction management fees are generally based on a fixed percentage of
costs and are recognized as the project costs are incurred.
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DUKE ASSOCIATES
NOTES TO COMBINED FINANCIAL STATEMENTS - (CONTINUED)
(UNAUDITED)
Development fees are generally based on a percentage of total project costs of
properties developed and are recognized throughout the development process of
the related properties.
FINANCING AND LEASING COSTS
Costs incurred in connection with financing or leasing are amortized on a
straight-line method over the term of the related loan or lease. Unamortized
leasing costs are charged to expense upon the early termination of the lease.
INCOME TAXES
Income taxes are not provided in the accompanying combined financial
statements because the entities that own the properties and the operating
businesses are either partnerships or S corporations and the taxable income or
loss is included in the income tax returns of the individual partners or
shareholders.
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