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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (Date of earliest event reported): October 10, 1997
(January 6, 1997)
SPIEKER PROPERTIES, INC.
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(Exact name of registrant as specified in its charter)
MARYLAND 1-12528 94-3185802
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(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) Identification No.)
2180 SAND HILL ROAD, MENLO PARK, CA 94025
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(Address of principal executive offices) (Zip code)
(415) 854-5600
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(Registrant's telephone number, including area code)
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SPIEKER PROPERTIES, INC.
CURRENT REPORT
ON
FORM 8-K/A
This Report on Form 8-K/A is being filed solely to amend the financial
statements provided in Item 7(a)(i) of the Report on Form 8-K dated September
22, 1997.
Item 7. Financial Statements and Exhibits.
(a) (i) Statements of Revenues and Certain Expenses for the WCB Portfolio
Report of Independent Public Accountants
Statements of Revenues and Certain Expenses for the six months ended
June 30, 1997, (unaudited) and for the year ended December 31,
1996
Notes to Statements of Revenues and Certain Expenses for the six
months ended June 30, 1997, (unaudited) and for the year ended
December 31, 1996
(b) Exhibits
23.1 Consent of Independent Public Accountants
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REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Board of Directors and Shareholders of Spieker Properties, Inc.:
We have audited the accompanying statement of revenues and certain
expenses of the WCB Portfolio, as defined in Note 1, for the year ended December
31, 1996. This financial statement is the responsibility of management of
Spieker Properties, Inc. (the "Company"). Our responsibility is to express an
opinion on this financial statement 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 financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis of our opinion.
The accompanying statement of revenues and certain expenses was prepared
for the purpose of complying with the rules and regulations of the Securities
and Exchange Commission for inclusion in the Company's Current Report on Form
8-K/A dated October 10, 1997, and is not intended to be a complete presentation
of the revenues and expenses of the WCB Portfolio.
In our opinion, the financial statement referred to above presents
fairly, in all material respects, the revenues and certain expenses of the WCB
Portfolio for the year ended December 31, 1996, in conformity with generally
accepted accounting principles.
ARTHUR ANDERSEN LLP
San Francisco, California
September 26, 1997
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SPIEKER PROPERTIES, INC.
STATEMENTS OF REVENUES AND CERTAIN EXPENSES
FOR THE WCB PORTFOLIO
FOR THE SIX MONTHS ENDED JUNE 30, 1997, (UNAUDITED)
AND FOR THE YEAR ENDED DECEMBER 31, 1996
(in thousands)
<TABLE>
<CAPTION>
Year Ended
Six Months Ended December 31,
June 30, 1997 1996
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(unaudited)
<S> <C> <C>
RENTAL REVENUES $ 42,534 $ 83,103
CERTAIN EXPENSES:
Rental expenses 9,313 19,319
Real estate taxes 3,508 6,693
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12,821 26,012
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REVENUES IN EXCESS OF CERTAIN
EXPENSES $ 29,713 $ 57,091
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</TABLE>
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SPIEKER PROPERTIES, INC.
NOTES TO STATEMENTS OF REVENUES AND CERTAIN EXPENSES
FOR THE WCB PORTFOLIO
FOR THE SIX MONTHS ENDED JUNE 30, 1997, (UNAUDITED)
AND FOR THE YEAR ENDED DECEMBER 31, 1996
(in thousands)
1. Basis of Presentation and Summary of Significant Accounting Policies:
Properties Acquired
The accompanying statements of revenues and certain expenses include
the operations (see "Basis of Presentation" below) of the WCB Portfolio
(the "Properties") to be acquired by Spieker Properties, L.P. and its
affiliates (the "Company") during the latter half of the fourth quarter
of 1997. Spieker Properties, Inc. owns an approximate 87.0% general
partners' interest in Spieker Properties, L.P. (the "Operating Partnership"
collectively with Spieker Properties, Inc. referred to as the "Company").
Basis of Presentation
The accompanying statements of revenues and certain expenses are not
representative of the actual operations of the Properties for the periods
presented. Certain expenses may not be comparable to the expenses expected
to be incurred by the Company in the proposed future operations of the
Properties; however, the Company is not aware of any material factors
relating to the property that would cause the reported financial
information not to be indicative of future operating results. Excluded
expenses consist of property management fees, interest, depreciation and
amortization and other costs not directly related to the future operations
of the Properties.
The financial information presented for the six months ended June 30, 1997,
is unaudited. In the opinion of management, the unaudited financial
information contains all adjustments, consisting of normal recurring
accruals, necessary for a fair presentation of the combined statements of
revenues and certain expenses for the Properties.
Revenue Recognition
All leases are classified as operating leases, and rental revenue is
recognized on a straight-line basis over the terms of the leases.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of revenues and expenses.
Actual results could differ from those estimates.
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2. Leasing Activity:
The minimum future rental revenues from leases in effect as of July 1,
1997, for the remainder of 1997 and annually thereafter are as follows:
<TABLE>
<CAPTION>
Year Amount
---- -------
<S> <C>
1997 (six months) $28,734
1998 49,621
1999 40,857
2000 29,215
2001 23,290
Thereafter 66,831
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$238,548
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</TABLE>
In addition to minimum rental payments, tenants pay reimbursements for their pro
rata share of specified operating expenses, which amounted to $6,762 for the six
months ended June 30, 1997, (unaudited) and $14,310 for the year ended December
31, 1996. Certain leases contain options to renew.
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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.
SPIEKER PROPERTIES, INC.
(Registrant)
Date: October 10, 1997 By: /s/ ELKE STRUNKA
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Elke Strunka
Vice President and
Principal Accounting Officer
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EXHIBIT INDEX
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EXHIBIT
NUMBER DESCRIPTION
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23.1 Consent of Independent Public Accountants
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Exhibit 23.1
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation by
reference of our reports dated September 26, 1997, on the statements of revenues
and certain expenses of the WCB Portfolio for the year ended December 31, 1996
in the following documents filed by Spieker Properties, Inc. with the Securities
and Exchange Commission: (i) this current report on Form 8-K/A and (ii)
Registration Statements No. 33-90318, 333-00346, 333-04299, 333-09425,
333-14325, 333-18483, 333-21709 and 333-35997.
San Francisco, California ARTHUR ANDERSEN LLP
October 8, 1997
