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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 AND EXCHANGE ACT OF 1934
DATE OF REPORT (Date of earliest event reported): September 8, 1999
CHARLES E. SMITH RESIDENTIAL REALTY L.P.
(Exact name of registrant as specified in its charter)
Commission File Number: 1934 Act File Number: 0-25968
Delaware 54-1681657
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2345 Crystal Drive 22202
Crystal City, VA (Zip Code)
(Address of principal
executive offices)
Registrant's telephone number including area code: (703) 920-8500
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Item 2. Property Acquisitions
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On September 8, 1999, Charles E. Smith Residential Realty L.P. ("the
Operating Partnership"), of which Charles E. Smith Residential Realty, Inc.
("the Company") is the sole general partner, announced plans to acquire Forte
Towers ("Forte"), a five-building high-rise apartment property located in the
South Beach section of Miami Beach, Florida. The transaction is expected to
close within 45 days. Forte is a 1,339-unit property with 552 garage spaces and
additional open surface parking. The initial estimated capitalized cost of $86.1
million will consist of common stock of the Company valued at approximately
$23.4 million, assumed mortgage debt of $38.2 million, a fair value adjustment
to debt of $0.6 million, cash to seller of approximately $22.2 million (funded
through the sale of convertible preferred units), and closing costs and fees of
approximately $1.7 million. The assumed debt matures in 2001 and has an
effective interest rate of 7.4%. At closing, $3.9 million of the assumed debt
will be paid off by the Company.
The Company plans to reposition the property by making substantial
renovations, in the range of $15 to $25 million.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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(A) Pro Forma and historical financial information for Forte Towers will be
filed within 60 days of the due date of this report on Form 8-K.
(B) Exhibits
99.1 Press Release dated September 8, 1999 of the Company
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, as amended, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, hereunto duly authorized, on this 22nd day of
September 1999.
CHARLES E. SMITH RESIDENTIAL REALTY L.P.
By: Charles E. Smith Residential Realty, Inc.,
its General Partner
By: /s/ W.D. Minami
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W.D. Minami
Senior Vice President and Chief Financial
Officer of Charles E. Smith Residential
Realty, Inc. (on behalf of the Registrant
and as Principal Financial Officer)
/s/ Steven E. Gulley
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Steven E. Gulley
Chief Accounting Officer of Charles E.
Smith Residential Realty, Inc.
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EXHIBIT INDEX
EXHIBIT NO. EXHIBIT
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99.1 Press Release dated September 8, 1999 of the Company
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EXHIBIT 99.1
[CHARLES E. SMITH RESIDENTIAL REALTY, INC. LOGO APPEARS HERE]
FOR IMMEDIATE RELEASE Contact: Investors - Greg Samay
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September 8, 1999 (703) 769-1029
Media - John Kurtz
(703) 769-1153
CHARLES E. SMITH RESIDENTIAL TO ACQUIRE
1,339-UNIT WATERFRONT HIGH-RISE IN SOUTH MIAMI BEACH
ARLINGTON, VA - Charles E. Smith Residential Realty, Inc., (NYSE:SRW), the
country's leading urban multifamily real estate investment trust, announced
today that it has agreed to acquire a 1,339-unit 5-building high-rise apartment
property located on the Biscayne Bay shore of the popular South Beach section of
Miami Beach, Florida, for $85 million. Smith Residential plans to reposition
the property by making substantial renovations, in the range of $15 to $25
million. The transaction is expected to close in 45 days, and will involve the
merger of the privately held corporation that owns the property into Charles E.
Smith Residential. It will be funded through a combination of common stock
issued to the property owner, convertible preferred stock sale proceeds, and an
assumption of debt.
"This acquisition illustrates that pursuing our urban living strategy
creates high value investment opportunities," said Ernest A. Gerardi, Jr.,
President of Charles E. Smith Residential. "In 1997 we identified Southeast
Florida as a market with excellent investment potential. It is among the top
half-dozen regions in the country in total job growth. This market is a well-
diversified economy driven by strong import/export growth with Latin America;
along with expansion in health care services, professional services,
entertainment, and tourism. It also has the nation's fourth largest
concentration of high-rise rental apartment properties. Our focus is on the
urban centers east of I-95, including downtown Fort Lauderdale and South Beach."
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"South Beach is a dynamic 24-hour city and one of the country's most
dramatic examples of successful urban revitalization," continued Mr. Gerardi.
"This property is one of the few waterfront multifamily rental properties on
South Beach, and through renovation and upgrading we will reposition it to
increase its appeal to our target market -- urban lifestyle renters. Together
with our pre-purchased development property under construction in downtown Fort
Lauderdale, this acquisition provides us with properties totaling over 1,500
units in the two premier strategic urban locations in southeast Florida."
The acquired property is located on Biscayne Bay, with approximately 1,000
feet of waterfront, and many of its apartments have exceptional views of the Bay
and the downtown Miami skyline. Built between 1965 and 1980, the property's
extensive grounds include three swimming pools on a large terrace along the Bay
shore. The location is within walking distance of the popular Lincoln Road
restaurants, shops and entertainment, and also has quick access to the MacArthur
Causeway leading to downtown Miami. The property has extensive ground floor
common areas with expansive bay views, which Smith Residential will renovate to
provide contemporary lifestyle amenities such as a fitness center, business
center, convenience retail and entertainment spaces.
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Charles E. Smith Residential Realty, Inc. is a self-managed real estate
investment trust listed on the New York Stock Exchange (SRW). The Company and
its subsidiaries and affiliates own, acquire, develop, and manage multi-family
residential properties; and also provide a full range real estate services to
other property owners. The Company owns a portfolio of approximately 22,000
apartment units, has over 4,000 units under construction and pre-purchase
agreement, and manages an additional 3,000+ units for other owners. The total
market capitalization of the Company -- Charles E. Smith Residential Realty,
including its Operating Partnership -- is in excess of $2 billion. Investor
information including press releases about Charles E. Smith Residential Realty
is available on the Company's Web site at: http://www.smithreit.com, and also
through PR Newswire `News on Call' by fax 800-758-5804, ext. 101271, or at:
http://www.prnewswire.com.
This news release contains forward-looking statements regarding the Company's
outlook, which are based on assumptions about economic and market conditions,
competitive dynamics and other factors subject to a number of risks and
uncertainties, some of which are discussed in the Company's filings with the
Securities and Exchange Commission. Actual results could differ materially.
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