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Exhibit 10.6
[GRAPHIC]
CarrAmerica Closes on Executive Office Suites Merger
CarrAmerica
WASHINGTON, June 1 /PRNewswire/ -- CarrAmerica Realty Corporation (NYSE:
CRE) today announced its closing on a transaction that merges its executive
office suites affiliate, HQ Global Workplaces, Inc., with Vantas Incorporated,
the executive office suites subsidiary of FrontLine Capital Group (Nasdaq:
FLCG). CarrAmerica and certain other shareholders in HQ Global Workplaces
received cash in the transaction. FrontLine Capital Group and other equity
investors now own an approximate 74% common equity interest in the merged
company with CarrAmerica retaining an approximately 26% common equity interest
(approximately 16% after the conversion of preferred stock to common stock and
exercise of warrants) valued in the transaction at $120 million. Other new
equity investors hold convertible preferred stock and warrants in the merged
company.
(Photo: Newscom: http://www.newscom.com/cgi-bin/prnh/19990820/CRELOGO )
In addition to retaining an interest in HQ Global Workplaces, CarrAmerica
Chairman and Chief Executive Officer, Thomas A. Carr, will join the HQ Global
Workplaces' Board of Directors.
Mr. Carr commented on the transaction, saying, "We are excited about HQ
Global's future as they firmly position themselves as the global leader in
flexible workspace solutions." Mr. Carr continued, "CarrAmerica will continue to
explore new avenues for growth that build value for our customers and
shareholders, just as we have done with HQ Global and our early investments in
the executive office suites business."
CarrAmerica's retained minority interest in HQ Global Workplaces will be
accounted for as an investment under cost accounting methods.
As part of the merger transaction, HQ Global Workplaces issued shares to
FrontLine Capital Group. CarrAmerica received approximately $210 million in cash
proceeds which will be used primarily to repay debt, to fund CarrAmerica's stock
repurchase program and for other general corporate purposes. HQ Global
Workplaces also repaid $141 million of debt, which was guaranteed by
CarrAmerica.
Goldman Sachs acted as exclusive financial advisor to CarrAmerica in this
transaction.
CarrAmerica owns, develops and operates office properties in 14 markets
throughout the United States. The Company is committed to becoming America's
leading office workplace company by meeting the rapidly changing needs of its
customers with superior service, a large portfolio of quality office properties,
extraordinary development capabilities and land positions. CarrAmerica is a
leading office innovator with interests and strategic relationships with HQ
Global Workplaces, a global leader in executive office suites, Broadband Office,
Inc., a national telecommunications company, and DukeSolutions, a Duke Energy
subsidiary providing comprehensive energy management programs. Currently,
CarrAmerica and its affiliates own a controlling interest in a portfolio of 277
operating office properties and have 16 office buildings under development in
nine key growth markets. CarrAmerica's markets include Atlanta, Austin, Chicago,
Dallas, Denver, Los Angeles/Orange County, Phoenix, Portland, Salt Lake City,
San Diego, San Francisco Bay Area, Seattle, South Florida and metropolitan
Washington, D.C.
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For additional information on CarrAmerica, including space availability, visit
our web site at http://www.carramerica.com .
FrontLine Capital Group (NASDAQ: FLCG) is a publicly-traded Internet-
related operating company that identifies, acquires interests in, develops and
manages a network of B2B e-commerce and e-services companies that service small
and medium-size enterprises and the mobile workforces of larger companies.
FrontLine generally acquires significant interests in companies to influence
their long-term direction and value creation and has committed $360 million in
12 companies, including HQ Global Workplaces, OnSite Access, EmployeeMatters,
RealtyIQ.com, PIPE9, and UpShot.com. To maximize the potential of its Partner
Companies, FrontLine provides them with operational support and strategic
guidance through its internal management resources, advisory board, and
proprietary business development resources. FrontLine also actively works with
its partner companies to foster a collaborative environment and facilitate
strategic relationships that provide access to the resources and customer base
of its entire network. For more information about FrontLine Capital Group,
please visit http://www.FrontLineCapital.com.
Certain statements in this release constitute "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995 (the
"Reform Act"). Such forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause the actual results, performance,
achievements or transactions of the Company and its affiliates or industry
results to be materially different from any future results, performance,
achievements or transactions expressed or implied by such forward-looking
statements. Such factors include, among others, the following: national and
local economic, business and real estate conditions that will, among other
things, affect demand for office properties, availability and creditworthiness
of tenants, the level of lease rents and the availability of financing for both
tenants and the Company, adverse changes in the real estate markets including,
among other things, competition with other companies, risks of real estate
acquisition and development (including the failure of pending acquisitions to
close and pending developments to be completed on time and within budget),
actions, strategies and performance of affiliates that the Company may not
control, governmental actions and initiatives, and environmental/safety
requirements.
