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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): February 9, 1998
(January 6, 1997)
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SPIEKER PROPERTIES, INC.
(Exact name of registrant as specified in its charter)
MARYLAND 1-12528 94-3185802
(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) Identification No.)
2180 SAND HILL ROAD, MENLO PARK, CA 94025
(Address of principal executive offices) (Zip code)
(650) 854-5600
(Registrant's telephone number, including area code)
This document consists of 8 pages.
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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 November 28,
1997.
Item 7. Financial Statements and Exhibits.
(a) (i) Statements of Revenues and Certain Expenses for the City Office
Portfolio
Report of Independent Public Accountants
Statements of Revenues and Certain Expenses for the nine months ended
September 30, 1997, (unaudited) and for the year ended December 31,
1996
Notes to Statements of Revenues and Certain Expenses for the nine
months ended September 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 City Office Portfolio, as defined in Note 1, for the year ended
December 31, 1996. This financial statement is the responsibility of the
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 February 9, 1998, and is not intended to be a complete
presentation of the revenues and expenses of the City Office Portfolio.
In our opinion, the financial statement referred to above presents
fairly, in all material respects, the revenues and certain expenses of the City
Office Portfolio for the year ended December 31, 1996, in conformity with
generally accepted accounting principles.
ARTHUR ANDERSEN LLP
San Francisco, California
December 4, 1997
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SPIEKER PROPERTIES, INC.
STATEMENTS OF REVENUES AND CERTAIN EXPENSES
FOR THE CITY OFFICE PORTFOLIO
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997, (UNAUDITED)
AND FOR THE YEAR ENDED DECEMBER 31, 1996
(in thousands)
<TABLE>
<CAPTION>
Nine Months Ended Year Ended
September 30, 1997 December 31, 1996
------------------ -----------------
(unaudited)
<S> <C> <C>
RENTAL REVENUES $6,348 $8,154
CERTAIN EXPENSES:
Rental expenses 3,534 3,697
Real estate taxes 660 895
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4,194 4,592
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REVENUES IN EXCESS OF CERTAIN EXPENSES $2,154 $3,562
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</TABLE>
The accompanying notes are an integral part of these statements.
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SPIEKER PROPERTIES, INC.
NOTES TO STATEMENTS OF REVENUES AND CERTAIN EXPENSES
FOR THE CITY OFFICE PORTFOLIO
FOR THE NINE MONTHS ENDED SEPTEMBER 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 City Office Portfolio (the
"Properties") acquired by Spieker Properties, L.P. (the "Company") on February
3, 1998. Spieker Properties, Inc. owns an approximate 89.2% 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 nine months ended September 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 October 1, 1997,
for the remainder of 1997 and annually thereafter are as follows:
<TABLE>
<CAPTION>
Year Amount
---- ------
<S> <C>
1997 (three months) $ 2,356
1998 9,142
1999 6,878
2000 5,264
2001 3,929
Thereafter 3,402
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$30,971
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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 $146 for the nine
months ended September 30, 1997, (unaudited) and $434 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: February 9, 1998 By: /s/ Elke Strunka
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Elke Strunka
Vice President and
Principal Accounting Officer
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EXHIBIT INDEX
EXHIBIT DESCRIPTION
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 of our
report dated December 4, 1997, included in this Form 8-K/A, into the Company's
previously filed Registration Statements No. 33-90318, 333-00346, 333-04299,
333-09425, 333-14325, 333-21709, 333-35997, and 333-43707.
San Francisco, California ARTHUR ANDERSEN LLP
February 5, 1997
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