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UNITED STATES
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
October 27, 2010 (October 22, 2010)
Date of Report (Date of earliest event reported)
FIRST INDUSTRIAL REALTY TRUST, INC.
(Exact name of registrant as specified in its charter)
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Maryland
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1-13102
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36-3935116 |
(State or other jurisdiction of
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(Commission File Number)
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(I.R.S. Employer |
incorporation or organization)
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Identification No.) |
311 S. Wacker Drive, Suite 3900
Chicago, Illinois 60606
(Address of principal executive offices, zip code)
(312) 344-4300
(Registrants telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 2.02. Results of Operations and Financial Condition.
On October 26, 2010, the Company issued a press release announcing its financial results for
the fiscal quarter ended September 30, 2010 and certain other information.
Attached and incorporated by reference as Exhibit 99.1 is a copy of the Companys press
release dated October 26, 2010, announcing its financial results for the fiscal quarter ended
September 30, 2010 and certain other information.
On October 27, 2010, the Company will hold an investor conference and webcast at 11:00 a.m.
Eastern time to disclose and discuss the financial results for the fiscal quarter ended September
30, 2010 and certain other information.
The information furnished in this report under this Item 2.02, including the Exhibit attached
hereto, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of
1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of
1933, except as shall be expressly set forth by specific reference to such filing.
Item 2.06 Material Impairments.
In connection with the recently reported amendment to our credit facility, management of the
Company undertook to reassess its expectations for the appropriate holding period for a pool of 195
industrial properties comprising approximately 16.4 million square feet and land comprising
approximately 724 acres. As a result of that reassessment, and in connection with managements
quarterly assessment of indicators that the value of its investments in real estate have been
impaired in accordance with ASC 360 Property, Plant and Equipment, management of the Company
determined, and advised the Board of Directors of the Company, that the value of the Companys
investment in 129 of the industrial properties and land parcels comprising 503 acres in the pool is
currently impaired. Accordingly, for the fiscal quarter ended September 30, 2010, the Company will
record a non-cash impairment charge of approximately $163.9 million with respect to 129 of the
industrial properties comprising approximately 10.6 million square feet and parcels of land
comprising approximately 503 acres in the pool. With respect to each of the impaired industrial
properties and parcels of land comprising 474 acres, the impairment charge was calculated as the
excess of the carrying value of the properties and land parcels over the fair value of such assets.
With respect to parcels of land comprising 29 acres, the impairment charge was calculated as the
excess of the carrying value over the fair value less costs to sell, since those land parcels met
the criteria to be classified as held for sale as of September 30, 2010. In addition, all of
the 195 industrial properties comprising approximately 16.4 million square feet and land parcels
comprising approximately 695 acres in the pool will qualify to be classified as held for sale in
the financial statements of the Company for the fiscal quarter ending December 31, 2010
(unless any of the properties or land parcels in the pool are sold prior to December 31, 2010). As
a result, the Company estimates that it will record a non-cash impairment charge of approximately
$3 million for the fiscal quarter ending December 31, 2010 with respect to 11 properties comprising approximately 1.6 million square feet, as these
properties will be considered impaired under held for sale accounting. The Company also estimates
that it will record a non-cash impairment charge of approximately $11 million for the fiscal quarter ending December 31, 2010 with respect to 140
industrial properties comprising approximately 12.2 million square feet and those parcels of land
comprising 474 acres in the pool relating to the estimated costs to sell. In connection with the
sale of the 140 industrial properties comprising approximately 12.2 million square feet and those
parcels of land comprising 474 acres, the Company estimates approximately $11 million in future
cash expenditures.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits. The following exhibits are filed herewith:
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Exhibit No. |
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Description |
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99.1
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First Industrial Realty Trust, Inc. Press Release dated
October 26, 2010 (furnished pursuant to Item 2.02). |
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.
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FIRST INDUSTRIAL REALTY TRUST, INC.
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By: |
/s/ Scott A. Musil
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Name: |
Scott A. Musil |
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Title: |
Acting Chief Financial Officer |
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Date: October 27, 2010