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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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): June 28, 2000
PRICE ENTERPRISES, INC.
(Exact Name Of Registrant As Specified In Its Charter)
MARYLAND 0-20449 33-0628740
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
17140 BERNARDO CENTER DRIVE, #300
SAN DIEGO, CALIFORNIA 92128
(Address of Principal Executive Offices) (Zip Code)
(858) 675-9400
(Registrant's telephone number, including area code)
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This Current Report on Form 8-K is filed by Price Enterprises, Inc., a
Maryland corporation, and its subsidiaries (the "Company") in connection with
the matters described herein.
ITEM 5. OTHER EVENTS
On June 28, 2000, the Company borrowed $121,375,000 from GMAC Commercial
Mortgage Corporation (the "Loan"). The Loan is secured by five retail properties
located in: Westbury, NY; Signal Hill, CA; Philadelphia, PA; Wayne, NY; and
Roseville, CA. The Loan bears interest at LIBOR plus 0.98% and is due on June
28, 2004. Proceeds of the loan were used to repay outstanding amounts on the
Company's existing revolving credit facility which was subsequently reduced from
$125,000,000 of total availability to $75,000,000 of total availability. In
connection with the reduction in the credit facility, the Company wrote-off
loan fees of approximately $300,000.
The Loan was obtained pursuant to a Loan Agreement between the Company and GMAC,
which is incorporated by reference into this Form 8-K as Exhibit 10.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
(a) Financial statements: not applicable
(b) Pro Forma Financial Information: (see exhibit 99.1)
(c) Exhibits: (see index)
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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.
Date: July 24, 2000 PRICE ENTERPRISES, INC.
By: /s/ James Y. Nakagawa
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James Y. Nakagawa
Chief Financial Officer
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EXHIBIT INDEX
EXHIBIT NO.
10.1 Loan Agreement dated June 28, 2000 between Price Owner LLC and
GMAC Commercial Mortgage Corporation, including form of Promissory
Note, Mortgage and Security Agreement, Assignment of Leases and
Rents, Guaranty of Recourse Obligations and Environmental
Indemnity Agreement.
99.1 Unaudited Pro Forma Condensed Consolidated Statements of
Operations and Balance Sheet of Price Enterprises, Inc. as of
and for the three months ended March 31, 2000, and for the year
ended December 31, 1999.
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