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
Date of Report (Date of Earliest Event Reported): | May 26, 2016 | |
Hines Real Estate Investment Trust, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
Maryland | 000-50805 | 20-0138854 |
____________________ (State or other jurisdiction | _____________ (Commission | ______________ (I.R.S. Employer |
of incorporation) | File Number) | Identification No.) |
2800 Post Oak Blvd, Suite 5000, Houston, Texas | 77056-6118 | |
_________________________________ (Address of principal executive offices) | ___________ (Zip Code) | |
Registrant’s telephone number, including area code: | (888) 220-6121 | |
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:
[ ] 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))
Item 1.01. Entry into a Material Definitive Agreement.
On May 9, 2016, Hines REIT 2200 Ross Avenue LP, a wholly-owned subsidiary of Hines Real Estate Investment Trust, Inc. (“Hines REIT”) entered into a contract with Fortis Property Group, LLC, (the “Purchaser”) to sell JPMorgan Chase Tower (the “Contract”). JPMorgan Chase Tower is an office building located in Dallas, Texas. On May 13, 2016, Hines REIT filed a Current Report on Form 8-K regarding the termination of the Contract and the refund of the earnest money deposit made by the Purchaser pursuant to the Contract. As a result of further negotiations between Hines REIT and the Purchaser, on May 26, 2016, Hines REIT 2200 Ross Avenue LP and the Purchaser entered into a first amendment to the Contract, which reinstated the Contract and amended certain of the terms in the Contract, as described below (the “Amended Contract”). The Purchaser is not affiliated with Hines REIT or its affiliates.
The net contract sales price for JPMorgan Chase Tower is expected to be approximately $273.0 million, exclusive of transaction costs and closing prorations. Upon entering into the Contract, the Purchaser funded an earnest money deposit in the sum of $5.0 million. The Amended Contract provides that it will automatically terminate on July 1, 2016 if the Purchaser elects not to fund an additional $5.0 million earnest money deposit by such date. If the Amended Contract automatically terminates under these circumstances, then the $5.0 million earnest money deposit will be delivered to Hines REIT. Hines REIT expects the closing of this sale to occur in July 2016, subject to a number of closing conditions. There is no guarantee that this sale will be consummated.
Statements in this Current Report on Form 8-K, including intentions, beliefs, expectations or projections relating to the potential sale of the property described herein, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based on current expectations and assumptions with respect to, among other things, future economic, competitive and market conditions and future business decisions that may prove incorrect or inaccurate. Important factors that could cause actual results to differ materially from those in the forward-looking statements include the risk that the closing conditions may not be satisfied, the risk that the Purchaser may not fund the additional earnest money deposit, and other risks described in the “Risk Factors” section of Hines REIT’s Annual Report on Form 10-K for the year ended December 31, 2015.
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 thereunto duly authorized.
HINES REAL ESTATE INVESTMENT TRUST, INC. | ||||
June 2, 2016 | By: | /s/ J. Shea Morgenroth | ||
J. Shea Morgenroth | ||||
Chief Accounting Officer and Treasurer | ||||