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As filed with the Securities and Exchange Commission on March 22, 1996
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 28, 1995
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. OTHER EVENTS
On December 28, 1995, the Company formed a joint venture (Dugan Realty
L.L.C.) with an institutional real estate investor and purchased 25
industrial buildings totaling approximately 2.3 million square feet. Upon
formation of the venture, the Company contributed approximately 1.4 million
square feet of recently developed and acquired industrial properties, 113
acres of recently acquired land held for future development at an agreed
value of $50.8 million, and approximately $16.7 million of cash for a 50.1%
interest in the joint venture. The Company's recorded investment at
December 31, 1995 in the joint venture of $59.4 million is the sum of the
carrying value of the properties, land, and cash contributed. Upon
completion of 1.1 million square feet of property currently under
development, the Company will contribute these properties to the joint
venture and receive a $12.5 million cash distribution. The agreed value
of the 1.1 million square feet upon contribution is expected to be
approximately $25.0 million. The Company will record its investment in the
joint venture related to the additional contribution at its carrying value.
The joint venture partner is required to contribute cash to the venture
equal to 49.9% of the agreed value of the properties contributed and this
cash will be distributed to the Company and reduce its recorded investment
in the venture. The Company's joint venture partner contributed cash of
$67.5 million which was equal to the agreed value of the Company's
contribution. The total cash contributed by the Company and the joint
venture partner was used to purchase the 25 industrial buildings noted
above. The recently acquired industrial properties and the undeveloped land
which were contributed were acquired as part of the acquisition of Park
Fletcher, Inc., an Indianapolis, Indiana based real estate development and
management Company. The acquisition was accounted for under the purchase
method. The recorded carrying value of acquired properties and land was
equal to the net liabilities assumed plus cash paid plus mortgage
indebtedness assumed of $17.4 million. The fair value of the property
exceeds the Company's recorded investment. The operating results of the
acquired properties and land have been included in the
consolidated operating results subsequent to the date of
acquisition. The Company accounts for its investment in this joint
venture on the equity method because the joint venture partner's
approval is required for all major decisions and the joint
venture partner has equal control regarding the primary day-to-day
operations of the venture.
In addition, the Company acquired its unaffiliated partner's 50%
interest in a joint venture which owned two suburban office rental
properties (one of which was under construction as of December 31, 1995)
and 40.3 acres of land held for development. The Company accounted
for the acquisition of the 50% interest using the purchase method with
its recorded investment in the properties equal to the sum of the balance
of its investment in and advances to the joint venture at the date of
acquisition, the net liabilities assumed and cash paid to the joint
venture partner amounting to $24.4 million. The fair value of the
property exceeds the Company's recorded investment.
SIGNATURES
Pursuant to the requirements of the Securities and 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: March 22, 1996 By: /s/ Dennis D. Oklak
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Dennis D. Oklak
Vice President and Treasurer
