GLENBOROUGH REALTY TRUST INC
8-K, 1997-12-18
REAL ESTATE
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                       ___________________________________



                                    FORM 8-K




     PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934


 Date of report (Date of earliest event reported): December 18, 1997
                                                  (December 10, 1997)


                      GLENBOROUGH REALTY TRUST INCORPORATED
                          (Exact name of Registrant as
                            Specified in its Charter)

                                    Maryland
                          (State or Other Jurisdiction
                                of Incorporation)

                                    001-14162
                            (Commission File Number)

                                   94-3211970
                        (IRS Employer Identification No.)


                      400 South El Camino Real, Suite 1100
                               San Mateo, CA 94402
                                 (650) 343-9300
          (Address, Including Zip Code, and Telephone Number, Including
             Area Code, of Registrant's Principal Executive Offices)



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<PAGE>

Item 5.  OTHER EVENTS.

     On December 10, 1997, Glenborough Realty Trust Incorporated (the "Company")
announced that it has entered into a definitive agreement to acquire a portfolio
of 14 properties,  has agreed to acquire an additional office property,  and has
agreed to rescind a contract  to acquire  certain  real  estate  assets from two
partnerships.  Attached  hereto as Exhibit 99 are excerpts from the December 10,
1997 press release making such announcements.

Item 7.  Exhibits

     99  Excerpts from the December 10, 1997 press release.


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<PAGE>

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.



                                  GLENBOROUGH REALTY TRUST INCORPORATED




December 18, 1997                 By: /s/ Terri Garnick                      
                                      Terri Garnick
                                      Senior Vice President,
                                      Chief Accounting Officer,
                                      Treasurer
                                      (Principal Accounting Officer)


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<PAGE>

                                  EXHIBIT INDEX




     Exhibit                                Description
- --------------------    --------------------------------------------------------
        99              Excerpts from the December 10, 1997 Press Release.


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<PAGE>

                                   Exhibit 99


     SAN  MATEO,  CALIFORNIA,  DECEMBER  10,  1997 -  Glenborough  Realty  Trust
Incorporated  (NYSE: GLB) a diversified real estate investment trust,  announced
that it has entered into two separate  contracts  to acquire 15  properties  for
$474 million.

     The Company has signed a definitive  agreement to acquire a portfolio of 14
properties from Windsor Realty Fund II, a co-investment joint venture of General
Investment Development,  Spaulding & Slye and the pension fund of E.I. DuPont de
Nemours,  for a combined  acquisition cost of $423 million  including  estimated
closing costs and capital expenses.  The purchase price will include  assumption
of  approximately  $160 million of debt and the balance in cash.  The  portfolio
will have an  expected  first year  unleveraged  yield of 9.5% and  includes  13
suburban  office  properties  and  one  office/flex  property  with a  total  of
3,383,240  square  feet and a combined  occupancy  of 96%.  The  properties  are
located in the east and mid-west and are  concentrated  in suburban  Washington,
D.C., Chicago, Atlanta, Boston, Philadelphia,  Tampa and Cary, NC. The portfolio
was marketed by the capital markets group of Spaulding and Slye.

     In  addition,  the Company has agreed to acquire the  Thousand  Oaks office
complex in Memphis,  Tennessee for a total  acquisition cost of $51 million with
an expected first year unleveraged yield of 9.5%. This complex,  which was built
between  1986 and 1990,  consists  of three  buildings  with a total of  418,457
square feet and  approximately  10 acres which is suitable  for  development  of
182,000 square feet of office space. This property is currently 92% occupied and
is being acquired from  affiliates of CIGNA - the second  acquisition in 1997 by
Glenborough from CIGNA affiliated entities.

     The Company anticipates closing both transactions in January 1998; however,
there can be no assurance that either or both transactions will be completed.

     Concurrently,  Glenborough  has  agreed to  rescind a  contract  to acquire
approximately  $94.5 million of real estate from two real estate  partnerships -
Rancon Realty Funds IV and V. Glenborough  Corporation,  an Associated  Company,
will continue to manage the  partnerships  for the foreseeable  future under the
existing contract with the partnerships.

     Certain  statements  in  this  release,  such  as  the  Company's  expected
unleveraged  yields from the pending  acquisitions  described  above and the pro
forma  contribution to net operating income by product type for the year to date
acquisitions,   constitute  "forward-looking   statements"  and  involve  risks,
uncertainties  and  other  factors  which may cause  the  actual  outcome  to be
materially  different from the outcome  expressed or implied by such statements.
Such risks and  uncertainties  include general economic  conditions,  local real
estate  conditions,  the  possibility  that  some  or all  of  the  contemplated
acquisitions  may  not  be  completed,  the  performance  of  recently  acquired
properties,  and  other  risks  detailed  from  time to  time  in  Glenborough's
Securities and Exchange Commission filings.

     Glenborough is a self-administered and self-managed REIT with a diversified
portfolio  of  111  properties  including   industrial,   office,   office/flex,
multifamily,  retail and hotel properties. In addition, two Associated Companies
control similarly diversified portfolios comprising 51 properties. Combined, the
portfolios  encompass over 16 million square feet and are spread among 24 states
throughout the country.


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