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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
AMENDMENT NO. 1 TO 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 27, 1999
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Net 1 L.P.
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(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
Delaware 33-16973 13-3421566
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(State or other jurisdiction of) (Commission File Number) (IRS Employer Identification No.)
c/o Lexington Corporate Properties Trust
355 Lexington Avenue
New York, New York 10017
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(Address of principal Executive offices) (Zip code)
Registrant's telephone number, including area code (212) 692-7200
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</TABLE>
N/A
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(Former name or former address, if changed since last report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
The Partnership's previous report on Form 8-K, dated September 27, 1999,
provided specific information related to the acquisition of two properties, the
San Diego and Phoenix Properties, which were acquired on September 27, 1999 and
September 29, 1999, respectively. This report is filed for the purpose of
providing certain historical financial information for the Phoenix Property.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements
Bull HN is a subsidiary of publicly traded Bull, headquartered in Paris,
France and traded on the Paris Stock Exchange. Bull files consolidated
financial statements and as of June 30, 1999 reported total consolidated
asset, liabilities and stockholders' equity of approximately (in French
francs) 17,527 million, 13,814 million and 3,713 million, respectively.
For the six months ended June 30, 1999, Bull reported total consolidated
revenues and net loss of approximately (in French francs) 11,873 million,
and 85 million, respectively.
Independent Auditors' Report.
Historical Summary of Revenue and Certain Operating Expenses for the
Nine Months Ended September 30, 1999 (unaudited) and the Years Ended
December 31, 1998, 1997 and 1996 of the Phoenix Property.
Notes to Historical Summary of Revenue and Certain Operating Expenses
for the Nine Months Ended September 30, 1999 (unaudited) and the Years
Ended December 31, 1998, 1997 and 1996 of the Phoenix Property.
(b) Pro Forma Financial Information
Previously filed.
(c) Exhibits
None.
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INDEPENDENT AUDITORS' REPORT
The Partners
Net 1 L.P.:
We have audited the accompanying Historical Summary of Revenue and Certain
Operating Expenses of the Phoenix Property, as defined in the accompanying Note
1, for the years ended December 31, 1998, 1997 and 1996. This historical
summary is the responsibility of the management of Net 1 L.P. Our
responsibility is to express an opinion on the historical summary based on our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the historical summary is free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the historical summary. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall presentation of the historical
summary. We believe that our audits provide a reasonable basis for our opinion.
The accompanying Historical Summary of Revenue and Certain Operating Expenses of
the Phoenix Property has been prepared for the purpose of complying with the
rules and regulations of the Securities and Exchange Commission as described in
Note 2, and is not intended to be a complete presentation of the revenue and
expenses of the Phoenix Property.
In our opinion, the historical summary referred to above presents fairly, in all
material respects, the revenue and certain operating expenses, as described in
Note 2, of the Phoenix Property for the years ended December 31, 1998, 1997 and
1996, in conformity with generally accepted accounting principles.
/s/ KPMG LLP
New York, New York
January 13, 2000
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NET 1 L.P. AND CONSOLIDATED PARTNERHIPS
HISTORICAL SUMMARY OF REVENUE AND CERTAIN OPERATING EXPENSES OF THE PHOENIX
PROPERTY
For the Nine Months Ended September 30, 1999 (unaudited) and
For the Years Ended December 31, 1998, 1997 and 1996
(In thousands)
<TABLE>
<CAPTION> September 30,1999 December 31,
(unaudited) 1998 1997 1996
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<S> <C> <C> <C> <C>
Rental revenue $ 767 $1,023 $1,023 $1,023
Certain operating expenses:
Interest expense 343 469 481 492
--- --- --- ---
Excess of revenues over certain
operating expenses $ 424 $ 554 $ 542 $ 531
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The accompanying notes are an integral part of this historical summary.
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NET 1 L.P. AND CONSOLIDATED PARTNERSHIPS
Notes to Historical Summary of Revenues and Certain Operating Expenses of the
Phoenix Property
1. Property
On September 28, 1999, the Partnership acquired a property located in
Phoenix, Arizona (the "Phoenix Property") for approximately $11.4 million.
The Phoenix Property consists of a two-story 137,058 square foot office
and research building situated on 13.392 acres of land. The Phoenix
Property is leased to Bull HN Information Systems, Inc., a Delaware
Corporation ("Bull HN"), under the terms of a net lease.
The base rent is paid annually in advance. Bull HN receives a discount
equal to 3.5% of the base rent for its prompt and timely payment. The
current annual rent payable, including the discount is approximately
$970,000 and the average annual rent is approximately $1.05 million. The
lease expires on October 10, 2005. The lease does not provide for any
renewal options.
The Phoenix Property was purchased by Net 1 L.P. through a cash payment
of approximately $4.8 million, the issuance of a $1.2 million unsecured
note and the assumption of a $5.6 million, 8.12% mortgage note. The
mortgage note matures on October 10, 2005 with a balloon payment of
approximately $4.2 million. The $1.2 million unsecured note has a term of
6 years with interest accruing at 8% per annum, due and payable on
September 30, 2005. The Phoenix Property was purchased from Lexington
Corporate Properties Trust, whose chairman is an officer of the General
Partner.
2. Basis of Presentation
The Historical Summary has been prepared on the accrual method of
accounting. In accordance with the regulations of the Securities and
Exchange Commission, depreciation and general and administrative expenses
have been excluded from certain operating expenses, as such costs are
dependent upon a particular owner, purchase price or other financial
agreement.
3. Revenue Recognition
Minimum revenues from rental property are recognized on a straight-line
basis over the terms of the related lease.
The minimum future rental payments receivable under the terms of the
non-cancelable operating lease are as follows (in $000's):
Year Ending December 31, Amount
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1999 $ 972
2000 984
2001 1,025
2002 1,051
2003 1,078
Thereafter 1,948
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$ 7,058
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4. Mortgage Note
The principal payments for the five years ended December 31, are as follows
(in $000's):
Year Ending December 31, Amount
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1999 (remainder) $ 43
2000 179
2001 194
2002 211
2003 228
2004 248
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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 thereunto duly authorized.
Net 1 L.P.
By: Lepercq Net 1 L.P.
its general partner
By: Lepercq Net 1 Inc.
its general partner
Date: January 14, 2000 By: /s/ E. Robert Roskind
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E. Robert Roskind
President
