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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K/A
Amendment No. 2 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): May 1, 1997
LEXINGTON CORPORATE PROPERTIES, INC.
(Exact Name of Registrant as specified in its charter)
Maryland 1-12386 13-3717318
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
355 Lexington Avenue, New York, New York 10017
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code:
(212) 692-7260
Not Applicable
(Former name or former address, if changed since last report)
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Item 2. Acquisition or Disposition of Assets.
The Registrant has entered into a definitive agreement to acquire, through a
merger, Corporate Realty Income Trust I ("CRIT"). A description of such
acquisition and merger is set forth on the Registrant's Current Report on From
8-K filed with the Commission on June 2, 1997.
Item 7. Financial Statements, Pro Forma Information and Exhibits.
(a) Financial Statements of properties acquired.
In accordance with Rule 3-14 of Regulation S-X, the Registrant is required to
file financial statements for 50% of the value of the properties acquired since
January 1, 1997. The Registrant has previously reported the acquisition of the
Exel Properties in its 8-K filing dated June 2, 1997.
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INDEPENDENT AUDITORS' REPORT
Exel Properties:
We have audited the accompanying historical summary of revenues and certain
operating expenses ("Historical Summary") of the Exel Properties (the
"Properties") for the year ended December 31, 1996. This Historical Summary is
the responsibility of the Properties' management. Our responsibility is to
express an opinion on the Historical Summary based on our audit.
We conducted our audit 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 audit provides a reasonable basis for our opinion.
The accompanying Historical Summary was 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
revenues and expenses.
In our opinion, the historical summary referred to above presents fairly, in all
material respects, the revenues and certain operating expenses of the Exel
Properties for the year ended December 31, 1996, in conformity with generally
accepted accounting principles.
/s/ KPMG PEAT MARWICK LLP
KPMG PEAT MARWICK LLP
New York, New York
July 2, 1997
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THE EXEL PROPERTIES
Historical Summary of Revenues and Certain Operating Expenses
For the Year ended December 31, 1996
<TABLE>
<CAPTION>
Revenues:
<S> <C>
Rental Income $2,794,031
Certain operating expenses --
----------
Excess of revenues over certain
operating expenses $2,794,031
==========
</TABLE>
See accompanying notes to historical summary.
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THE EXEL PROPERTIES
NOTES TO HISTORICAL SUMMARY OF REVENUES AND CERTAIN OPERATING EXPENSES
FOR THE YEAR ENDED DECEMBER 31, 1996
(1) Business
The Exel Properties (the "Properties") consist of three industrial properties
located near Harrisburg, Pennsylvania. In aggregate, the Properties contain
761,200 square feet on 46.56 acres of land.
(2) Basis of Presentation
The Historical Summary of Revenues and Certain Operating Expenses (the
"Historical Summary") has been prepared for the purpose of complying with Rule
3-14 of the Securities and Exchange Commission Regulation S-X. The Historical
Summary includes the historical revenue and certain operating expenses of the
Properties. Interest income, mortgage interest expense, depreciation,
amortization and other expenses are not reflected in the Historical Summary.
Therefore, the Historical Summary is not intended to represent the complete
results of operations of the Properties and may not be comparable to the
corresponding amounts reflected in the future operations of the Properties.
The Historical Summary has been prepared on the accrual basis of accounting.
Management of the Properties has made estimates and assumptions relating to the
reporting of income and expenses and the disclosure of contingent assets and
liabilities to prepare the Historical Summary in conformity with generally
accepted accounting principles. Actual results could differ from these
estimates.
(3) Revenues
The Properties are subject to net leases with Exel Logistics, Inc. ("Exel")
which expire on November 20, 2006. The current annual rent is $2,536,941 and
will increase by 9.27% on December 1, 1997 and by 9.27% every three years
thereafter. The obligations of Exel under the leases are unconditionally
guaranteed by its parent company, NFC, plc. All leases are accounted for as
operating leases. Base rental income is recognized on a straight-line basis over
the terms of the leases.
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Minimum future rents from the Properties under noncancellable operating leases
as of December 31, 1996 are as follows:
<TABLE>
<CAPTION>
Year ended December 31
----------------------
<S> <C> <C>
1997 $ 2,556,544
1998 2,772,184
1999 2,772,184
2000 2,793,605
2001 3,029,239
Thereafter 15,736,438
-----------
$29,660,194
===========
</TABLE>
(4) Subsequent Event
On March 19, 1997, the Exel Properties were acquired by Lexington Corporate
Properties, Inc.
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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.
LEXINGTON CORPORATE PROPERTIES, INC.
By: /s/ T. Wilson Eglin
---------------------------------------
T. Wilson Eglin
President and Chief Operating Officer
Date: August 4, 1997
