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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):
December 30, 1993
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FORUM RETIREMENT PARTNERS, L.P.
(Exact of registrant as specified in its charter)
Delaware 1-9302 35-1686799
(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation) Number) Identification Number)
8900 Keystone Crossing, Suite 200 46240-0498
Indianapolis, Indiana (Zip Code)
(Address of principal executive offices)
(317) 846-0700
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
On December 30, 1993, Forum Retirement Partners, L.P. (the "Partnership")
and FRP Financing Limited, L.P., a Delaware limited partnership (the "Affiliated
Partnership") entered into a Loan Agreement and related documents (collectively,
the "Nomura Loan Agreement") with Nomura Asset Capital Corporation ("Nomura")
for $50.7 million in new financing (the "Nomura Loan").
Forum Retirement, Inc., the general partner of the Partnership, is sole
general partner of the Affiliated Partnership, owning a 1% general partner's
interest, and the Partnership is the sole limited partner of the Affiliated
Partnership, owning a 99% limited partner's interest. As required by the Nomura
Loan, the Partnership transferred all of its properties and operations to the
Affiliated Partnership. The Affiliated Partnership then pledged all of its
properties and assets to Nomura as security for the Nomura Loan.
The Nomura Loan bears interest at the rate of 9.93% per annum and is
amortized over a 20-year period. The Nomura Loan matures on January 1, 2001.
The proceeds of the Nomura Loan were used to pay the approximately $9.5
million remaining principal balance of the Partnership's long-term bank debt
which matured on December 31, 1993, approximately $34.1 million aggregate
principal amount of the Partnership's split coupon first mortgage notes, and
related fees and expenses. The Partnership is not restricted as to the use of
the remaining $658,000 of the Nomura Loan.
(C) EXHIBITS
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<CAPTION>
Exhibit Description
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<C> <S>
10 Nomura Loan Agreement and related documents,
each dated as of December 28, 1993 (incorporated
by reference to Exhibit 10(8) to Amendment No. 3
to Registration Statement on Form S-2
(Registration No. 33-71498) filed with the
Commission on January 5, 1994)
99 Press release issued by the Partnership
December 30, 1993
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SIGNATURE
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.
FORUM RETIREMENT PARTNERS, L.P.
By: Forum Retirement, Inc.
General Partner
By: /s/ John H. Sharpe
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John H. Sharpe, Secretary
Date: January 6, 1994
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INDEX TO EXHIBITS
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<CAPTION>
SEQUENTIAL
EXHIBIT DESCRIPTION PAGE NUMBER
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<C> <S> <C>
10 Nomura Loan Agreement and related
documents, each dated as of December
28, 1993 (incorporated by reference
to Exhibit 10(8) to Amendment No. 3
to Registration Statement on Form S-2
(Registration No. 33-71498) filed
with the Commission on January 5, 1994)
99 Press release issued by the 5
Partnership December 30, 1993
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EXHIBIT 99
FORUM RETIREMENT PARTNERS, L.P.
8900 Keystone Crossing, Suite 200
Indianapolis, Indiana 46240-0498
317-846-0700
FORUM RETIREMENT PARTNERS
ANNOUNCES REFINANCING OF LONG-TERM DEBT
FOR IMMEDIATE RELEASE
INDIANAPOLIS, INDIANA, December 30, 1993 -- Forum Retirement Partners,
L.P. ("FRL"), the Indianapolis-based owner of retirement communities
(AMEX:FRL), announced today that it has completed the previously announced
refinancing of its long-term debt. The new $50.7 million of financing has
a seven-year term, but amortizes based on a 20-year amortization schedule.
The terms of FRL's former indebtedness, approximately $9.5 million of which
has a scheduled maturity date of December 31, 1993, prohibited the payment of
distribution to holders of partnership units in FRL. The terms of the new
financing permit FRL to make distributions to unitholders beginning in 1994 if
certain financial tests are satisfied. There necessarily can be no assurance as
to the timing or amount of future distributions, if any.
As previously announced, FRL intends to offer to unitholders of record as
of October 18, 1993 the right to buy additional units at $2.00 per unit, the
same price previously paid by an affiliate of FRL's general partner to purchase
6.5 million units in connection with FRL's refinancing and recapitalization
plan. The net proceeds of that subscription offering will be used to repurchase
up to the same number of units from that affiliate at $2.00 per unit. FRL
expects to mail to eligible unitholders materials relating to the subscription
offering next month. Those materials will describe in greater detail the terms
of the refinancing, and the unexpected effect of the refinancing on operational
results of FRL. Unitholders who wish to consider exercising the subscription
right need not take any action until they receive those materials.
