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): September 2, 1998
BODDIE-NOELL PROPERTIES, INC.
(Exact name of registrant as specified in its charter)
Maryland 1-9496 56-1574675
(State of incorporation) (Commission File Number) (IRS Employer
Identification No.)
3850 One First Union Center, Charlotte, NC 28202
(Address or principal executive offices, Zip Code)
Registrant's telephone number 704/944-0100
Total number of pages: 5
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Item 2. Acquisition or Disposition of Assets
ALLERTON PLACE APARTMENTS, GREENSBORO, NORTH CAROLINA, AND SUMMERLYN PLACE
APARTMENTS, BURLINGTON, NORTH CAROLINA
Effective September 9, 1998, Boddie-Noell Properties, Inc. (the "Company")
acquired Allerton Place Apartments for a contract price of $15.8 million, as
follows:
- We issued 99,334 partnership units in Boddie-Noell Properties Limited
Partnership (the "Operating Partnership"), with an imputed value of
$1.3 million.
- We assumed loan obligations totaling $12.8 million along with related
liabilities totaling $304,000. We expect to refinance this debt with a
$10.3 million loan at 6.345% interest within the next few days.
- We expect to make cash payments totaling approximately $1.4 million.
Allerton Place is located in Greensboro, North Carolina and contains 228
one-, two- and three-bedroom apartments.
Effective September 2, 1998, we acquired Summerlyn Place Apartments for a
contract price of $10.2 million, as follows:
- We issued 100,588 partnership units in the Operating Partnership, with
an imputed value of $1.3 million.
- We assumed loan obligations totaling $8.7 million along with related
liabilities totaling $178,000.
On September 10, 1998, we applied $6.6 million proceeds from a fixed rate
loan from AMRESCO Capital, LP, and borrowings of $2.3 million under our
revolving line of credit to pay off the assumed liabilities totaling $8.9
million. A deed of trust and assignment of rents of Summerlyn Place Apartments
secure the new loan. The note payable provides for interest at 6.64% payable in
monthly installments of approximately $37,000 and matures in 2008.
Summerlyn Place is located in Burlington, North Carolina and contains 140
one-, two- and three-bedroom apartments.
We acquired Allerton Place and Summerlyn Place under our September 1997
agreement with Paul and James Chrysson and certain of their affiliates. We refer
to this group as the "Chrysson Parties." We previously acquired four apartment
communities containing 1,356 apartment units in December 1997 under this
acquisition agreement with the Chrysson Parties. The Chrysson Parties are still
developing one other apartment community containing 108 apartment units that we
plan to acquire under this acquisition agreement.
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MADISON HALL APARTMENTS, WINSTON-SALEM, NORTH CAROLINA
Effective August 22, 1998, we acquired Madison Hall Apartments from Hawk
Properties, LLC, for a contract price of $6.3 million, as follows:
- We issued 36,667 units in the Operating Partnership, with an imputed
value of $550,000.
- We will issue an additional 36,666 units in the Operating Partnership,
with an imputed value of $550,000, in August 1999.
- We assumed loan obligations totaling $5.2 million.
On August 28, 1998, we applied $4.2 million proceeds from a fixed rate
loan from AMRESCO Capital, LP, and borrowings of $1.0 million under our
revolving line of credit to pay off the assumed loan obligation. A deed of trust
and assignment of rents of Madison Hall Apartments secure the new loan. The note
payable provides for interest at 6.65% payable in monthly installments of
approximately $24,000 and matures in 2008.
Madison Hall is located in Winston-Salem, North Carolina and contains 128
one- and two-bedroom apartments.
We are a self-administered and self-managed real estate investment trust
that owns and operates apartment communities in North Carolina and Virginia.
With the acquisitions of Madison Hall, Summerlyn Place and Allerton Place, we
currently own and operate 14 apartment communities containing 3,188 units, and
have the right to acquire one additional apartment community containing 108
units. We also own 47 restaurant properties, which we lease to a third party
under a master lease on a triple-net basis. In addition, we manage five other
apartment communities through an unconsolidated subsidiary. Our executive
offices are located at 3850 One First Union Center, Charlotte, North Carolina
28202-6032, telephone 704/944-0100.
The Company is structured as an UPREIT, or umbrella partnership real
estate investment trust. We are the sole general partner and own a controlling
interest in the Operating Partnership, through which we conduct all of our
operations.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Businesses Acquired.
We will file the audited financial statements required to be filed with
this report on Form 8-K as soon as practicable, but no later than November
2, 1998.
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(b) Pro Forma Financial Information.
We will file the pro forma financial information required to be filed with
this report on Form 8-K as soon as practicable, but no later than November
2, 1998.
(c) Exhibits.
None.
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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.
Boddie-Noell Properties, Inc.
(Registrant)
September 17, 1998 by: /s/ Pamela B. Novak
Pamela B. Novak
Vice President, Controller and
Chief Accounting Officer
