Attached files
UNITED STATES
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): December 13, 2011
Industrial Income Trust Inc.
(Exact name of registrant as specified in its charter)
| Maryland | 000-54372 | 27-0477259 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
518 Seventeenth Street, 17th Floor
Denver, CO 80202
(Address of principal executive offices)
(303) 228-2200
(Registrant’s telephone number, including area code)
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Explanatory Note.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, Industrial Income Trust Inc. (which may be referred to as the “Registrant,” the “Company,” “we,” “our,” and “us”) hereby amends the following Current Report on Form 8-K to provide the required financial information:
| • | Current Report on Form 8-K filed on December 19, 2011, to provide the required financial information relating to our acquisition of the remaining building in the Chicago Industrial Portfolio, located in Chicago, Illinois and our acquisition of the Regional Industrial Portfolio, located in certain submarkets of Fort Lauderdale, Florida; Atlanta, Georgia; and Dallas, Texas, as described in that Current Report. |
| Item 9.01 | Financial Statements and Exhibits |
(a) and (b) Financial Statements of Real Estate Property Acquired and Pro Forma Financial Information
The financial statements and pro forma financial information required by Item 9.01(a) and (b) are filed herewith as exhibits under Item 9.01(d) and such exhibits are incorporated herein by reference.
| (d) | Exhibits |
| Exhibit Number |
Description | |
| 99.1 | Financial Statements of Real Estate Property Acquired: | |
| Chicago Industrial Portfolio (Building Nine): Report of Independent Registered Public Accounting Firm | ||
| Statements of Revenues and Certain Expenses for the Year Ended December 31, 2010 and for the Nine Months Ended September 30, 2011 (unaudited) | ||
| Notes to Statements of Revenues and Certain Expenses for the Year Ended December 31, 2010 and for the Nine Months Ended September 30, 2011 (unaudited) | ||
| Regional Industrial Portfolio: Report of Independent Registered Public Accounting Firm | ||
| Statements of Revenues and Certain Expenses for the Year Ended December 31, 2010 and for the Nine Months Ended September 30, 2011 (unaudited) | ||
| Notes to Statements of Revenues and Certain Expenses for the Year Ended December 31, 2010 and for the Nine Months Ended September 30, 2011 (unaudited) | ||
| 99.2 | Pro Forma Financial Information - Industrial Income Trust Inc.: | |
| Pro Forma Condensed Consolidated Balance Sheet as of September 30, 2011 (unaudited) | ||
| Notes to the Pro Forma Condensed Consolidated Balance Sheet as of September 30, 2011 (unaudited) | ||
| Pro Forma Condensed Consolidated Statement of Operations for the Nine Months Ended September 30, 2011 (unaudited) | ||
| Pro Forma Condensed Consolidated Statement of Operations for the Year Ended December 31, 2010 (unaudited) | ||
| Notes to the Pro Forma Condensed Consolidated Statements of Operations for the Nine Months Ended September 30, 2011 (unaudited), and for the Year Ended December 31, 2010 (unaudited) | ||
2
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.
| INDUSTRIAL INCOME TRUST INC. | ||||||
| February 28, 2012 | ||||||
| By: | /s/ THOMAS G. MCGONAGLE | |||||
| Name: | Thomas G. McGonagle | |||||
| Title: | Chief Financial Officer and Treasurer | |||||
3
EXHIBIT INDEX
| Exhibit Number |
Description | |
| 99.1 | Financial Statements of Real Estate Property Acquired: | |
| Chicago Industrial Portfolio (Building Nine): Report of Independent Registered Public Accounting Firm | ||
| Statements of Revenues and Certain Expenses for the Year Ended December 31, 2010 and for the Nine Months Ended September 30, 2011 (unaudited) | ||
| Notes to Statements of Revenues and Certain Expenses for the Year Ended December 31, 2010 and for the Nine Months September 30, 2011 (unaudited) | ||
| Regional Industrial Portfolio: Report of Independent Registered Public Accounting Firm | ||
| Statements of Revenues and Certain Expenses for the Year Ended December 31, 2010 and for the Nine Months Ended September 30, 2011 (unaudited) | ||
| Notes to Statements of Revenues and Certain Expenses for the Year Ended December 31, 2010 and for the Nine Months Ended September 30, 2011 (unaudited) | ||
| 99.2 | Pro Forma Financial Information - Industrial Income Trust Inc.: | |
| Pro Forma Condensed Consolidated Balance Sheet as of September 30, 2011 (unaudited) | ||
| Notes to the Pro Forma Condensed Consolidated Balance Sheet as of September 30, 2011 (unaudited) | ||
| Pro Forma Condensed Consolidated Statement of Operations for the Nine Months Ended September 30, 2011 (unaudited) | ||
| Pro Forma Condensed Consolidated Statement of Operations for the Year Ended December 31, 2010 (unaudited) | ||
| Notes to the Pro Forma Condensed Consolidated Statements of Operations for the Nine Months Ended September 30, 2011 (unaudited), and for the Year Ended December 31, 2010 (unaudited) | ||
4