EQR » Topics » ITEM 8.01 Other Events

This excerpt taken from the EQR 8-K filed May 30, 2008.

ITEM 8.01 Other Events

 

Equity Residential (the “Company”) is re-issuing in an updated format its historical financial statements to satisfy SEC requirements as they relate to Statement of Financial Accounting Standards (“SFAS”) No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets.

 

In compliance with the provisions of SFAS No. 144, the results of operations of the Company’s consolidated properties that were sold during the first quarter of 2008 were reported as a component of discontinued operations for each period presented (including the comparable period of the prior year) in the Company’s first quarter 2008 quarterly report on Form 10-Q filed with the SEC on May 8, 2008.  Under SEC requirements, the same reclassification as discontinued operations is required for previously issued annual financial statements for each of the three years shown in the Company’s most recent annual report on Form 10-K, if those financial statements are incorporated by reference in subsequent filings with the SEC made under the Securities Act of 1933, as amended, even though those financial statements relate to periods prior to the sale date.

 

The aforementioned reclassification has no effect on the Company’s previously reported net income, net income available to Common Shares, funds from operations (“FFO”) or FFO available to Common Shares and OP Units.

 

This report on Form 8-K updates Items 6, 7, 8 and 15 (Exhibit 12 only) of the Company’s annual report on Form 10-K for the year ended December 31, 2007 to reclassify those properties sold during the first quarter of 2008 as a component of discontinued operations for each period presented in the annual report.  Exhibit 12 also reflects certain interim information for the quarter ended March 31, 2008 and 2007, respectively.  All other items of the Company’s Form 10-K remain unchanged.  No attempt has been made to update matters in the Form 10-K except to the extent expressly provided above.

 

This excerpt taken from the EQR 8-K filed Aug 28, 2007.

ITEM 8.01 Other Events

 

Equity Residential (the “Company”) is re-issuing in an updated format its historical financial statements to satisfy SEC requirements as they relate to Statement of Financial Accounting Standards (“SFAS”) No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets.

 

In compliance with the provisions of SFAS No. 144, the results of operations of the Company’s consolidated properties that were sold during the first six months of 2007 were reported as a component of discontinued operations for each period presented (including the comparable period of the prior year) in the Company’s second quarter 2007 quarterly report on Form 10-Q filed with the SEC on August 7, 2007. Under SEC requirements, the same reclassification as discontinued operations is required for previously issued annual financial statements for each of the three years shown in the Company’s most recent annual report on Form 10-K, if those financial statements are incorporated by reference in subsequent filings with the SEC made under the Securities Act of 1933, as amended, even though those financial statements relate to periods prior to the sale date.

 

The aforementioned reclassification has no effect on the Company’s previously reported net income available to Common Shares or funds from operations (“FFO”).

 

This report on Form 8-K updates Items 6, 7, 8 and 15 (Exhibit 12 only) of the Company’s annual report on Form 10-K for the year ended December 31, 2006 to reclassify those properties sold during the first six months of 2007 as a component of discontinued operations for each period presented in this annual report. Exhibit 12 also reflects certain interim information for the six months ended June 30, 2007 and 2006, respectively. All other items of the Company’s Form 10-K remain unchanged. No attempt has been made to update matters in the Form 10-K except to the extent expressly provided above.

 

This excerpt taken from the EQR 8-K filed May 23, 2007.

ITEM 8.01 Other Events

Equity Residential (the “Company”) is re-issuing in an updated format its historical financial statements to satisfy SEC requirements as they relate to Statement of Financial Accounting Standards (“SFAS”) No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets.

In compliance with the provisions of SFAS No. 144, the results of operations of the Company’s consolidated properties that were sold during the first three months of 2007 were reported as a component of discontinued operations for each period presented (including the comparable period of the prior year) in the Company’s first quarter 2007 quarterly report on Form 10-Q filed with the SEC on May 9, 2007.  Under SEC requirements, the same reclassification as discontinued operations is required for previously issued annual financial statements for each of the three years shown in the Company’s most recent annual report on Form 10-K, if those financial statements are incorporated by reference in subsequent filings with the SEC made under the Securities Act of 1933, as amended, even though those financial statements relate to periods prior to the sale date.

The aforementioned reclassification has no effect on the Company’s previously reported net income available to Common Shares or funds from operations (“FFO”).

This report on Form 8-K updates Items 6, 7, 8 and 15 (Exhibit 12 only) of the Company’s annual report on Form 10-K for the year ended December 31, 2006 to reclassify those properties sold during the first three months of 2007 as a component of discontinued operations for each period presented in this annual report. Exhibit 12 also reflects certain interim information for the quarters ended March 31, 2007 and 2006. All other items of the Company’s Form 10-K remain unchanged.  No attempt has been made to update matters in the Form 10-K except to the extent expressly provided above.

This excerpt taken from the EQR 8-K filed Aug 15, 2006.

ITEM 8.01 Other Events

Equity Residential (the “Company”) is re-issuing in an updated format its historical financial statements to satisfy SEC requirements as they relate to Statement of Financial Accounting Standards (“SFAS”) No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets.

In compliance with the provisions of SFAS No. 144, the results of operations of the Company’s consolidated properties that were sold and/or reclassified to held for sale during the first six months of 2006 were reported as a component of discontinued operations for each period presented (including the comparable period of the prior year) in the Company’s second quarter 2006 quarterly report on Form 10-Q filed with the SEC on August 7, 2006.  Under SEC requirements, the same reclassification as discontinued operations is required for previously issued annual financial statements for each of the three years shown in the Company’s most recent annual report on Form 10-K, if those financial statements are incorporated by reference in subsequent filings with the SEC made under the Securities Act of 1933, as amended, even though those financial statements relate to periods prior to the sale and/or held for sale date.

In addition, the Company has also allocated a portion of Minority Interests – Operating Partnership out of continuing operations and into discontinued operations to conform with its reclassified consolidated statements of operations presentation in the second quarter 2006 quarterly report on Form 10-Q.

The aforementioned reclassifications have no effect on the Company’s previously reported net income available to Common Shares or funds from operations (“FFO”).

This report on Form 8-K updates Items 6, 7, 8 and 15 (Exhibit 12 only) of the Company’s annual report on Form 10-K for the year ended December 31, 2005 to reclassify those properties sold and/or reclassified to held for sale during the first six months of 2006 as a component of discontinued operations for each period presented in the annual report and to allocate Minority Interests – Operating Partnership between continuing and discontinued operations.  All other items of the Company’s Form 10-K remain unchanged.  No attempt has been made to update matters in the Form 10-K except to the extent expressly provided above.

This excerpt taken from the EQR 8-K filed May 24, 2006.

ITEM 8.01 Other Events

Equity Residential (the “Company”) is re-issuing in an updated format its historical financial statements to satisfy SEC requirements as they relate to Statement of Financial Accounting Standards (“SFAS”) No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets.

In compliance with the provisions of SFAS No. 144, the results of operations of the Company’s consolidated properties that were sold during the first three months of 2006 were reported as a component of discontinued operations for each period presented (including the comparable period of the prior year) in the Company’s first quarter 2006 quarterly report on Form 10-Q filed with the SEC on May 8, 2006. Under SEC requirements, the same reclassification as discontinued operations is required for previously issued annual financial statements for each of the three years shown in the Company’s most recent annual report on Form 10-K, if those financial statements are incorporated by reference in subsequent filings with the SEC made under the Securities Act of 1933, as amended, even though those financial statements relate to periods prior to the sale date.

In addition, the Company has also allocated a portion of Minority Interests — Operating Partnership out of continuing operations and into discontinued operations to conform with its reclassified consolidated statements of operations presentation in the first quarter 2006 quarterly report on Form 10-Q.

The aforementioned reclassifications have no effect on the Company’s previously reported net income available to Common Shares or funds from operations (“FFO”).

This report on Form 8-K updates Items 6, 7, 8 and 15 (Exhibit 12 only) of the Company’s annual report on Form 10-K for the year ended December 31, 2005 to reclassify those properties sold during the first three months of 2006 as a component of discontinued operations for each period presented in the annual report and to allocate Minority Interests — Operating Partnership between continuing and discontinued operations. All other items of the Company’s Form 10-K remain unchanged. No attempt has been made to update matters in the Form 10-K except to the extent expressly provided above.

This excerpt taken from the EQR 8-K filed Dec 2, 2005.

ITEM 8.01 Other Events

 

Equity Residential (the “Company”) is re-issuing in an updated format its historical financial statements to satisfy SEC requirements as they relate to Statement of Financial Accounting Standards (“SFAS”) No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets.

 

In compliance with the provisions of SFAS No. 144, the results of operations of the Company’s consolidated properties that were sold during the first nine months of 2005 were reported as a component of discontinued operations for each period presented (including the comparable period of the prior year) in the Company’s third quarter 2005 quarterly report on Form 10-Q filed with the SEC on November 7, 2005.  Under SEC requirements, the same reclassification as discontinued operations is required for previously issued annual financial statements for each of the three years shown in the Company’s most recent annual report on Form 10-K, if those financial statements are incorporated by reference in subsequent filings with the SEC made under the Securities Act of 1933, as amended, even though those financial statements relate to periods prior to the sale date.  These reclassifications have no effect on the Company’s previously reported net income available to Common Shares or funds from operations (“FFO”).

 

This report on Form 8-K updates Items 6, 7, 8 and 15 (Exhibit 12 only) of the Company’s annual report on Form 10-K for the years ended December 31, 2004, 2003, and 2002 to reclassify those properties sold during the first nine months of 2005 as a component of discontinued operations for each period presented in the annual report.  All other items of the Company’s Form 10-K remain unchanged.  No attempt has been made to update matters in the Form 10-K except to the extent expressly provided above.

 

This excerpt taken from the EQR 8-K filed Nov 3, 2005.

Item 8.01                     Other Events

 

Equity Residential today announced that its operating partnership, ERP Operating Limited Partnership (collectively with Equity Residential, the “Company”) has closed on its previously announced acquisition of three high-rise apartment towers, currently known as Trump Place, located at 140, 160 and 180 Riverside Boulevard on the Upper West Side of Manhattan.  The purchase price, after closing adjustments, was approximately $809 million.

 

The properties were constructed between 1998 and 2003 and consist of 1,325 apartment units totaling approximately 1.06 million square feet, approximately 40,000 square feet of retail space and 424 parking spaces.

 

This transaction was part of a larger transaction in which The Carlyle Group and Extell Development Company simultaneously purchased a large tract of developable land directly to the south of Trump Place from a consortium of Hong Kong investors and Donald J. Trump.

 

The acquisition is being financed primarily through the proceeds of asset sales as well as the Company’s $1.6 billion credit facilities.

 

The forward-looking statements contained in this report are based on current expectations, estimates, projections and assumptions made by management.  While the Company’s management believes the assumptions underlying its forward-looking statements are reasonable, such information is subject to uncertainties and may involve certain risks, many of which are difficult to predict and beyond management’s control.  As such, these statements are not guarantees of future performance, results or events.  The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

ERP OPERATING LIMITED PARTNERSHIP

 

 

 

 

 

By:

Equity Residential, its general partner

 

 

 

Date: November 3, 2005

 

By:

/s/ Bruce W. Duncan

 

 

 

Name:

Bruce W. Duncan

 

 

 

Its:

Chief Executive Officer

 

 

 

 

 

 

 

 

 

EQUITY RESIDENTIAL

 

 

 

 

 

 

Date: November 3, 2005

 

By:

/s/ Bruce W. Duncan

 

 

 

Name:

Bruce W. Duncan

 

 

 

Its:

Chief Executive Officer

 

 

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This excerpt taken from the EQR 8-K filed Sep 2, 2005.

Item 8.01                Other Events

 

The disclosure contained in (i) Item 1.01 of the Current Report on Form 8-K of Equity Residential dated February 3, 2005 and filed with the Securities and Exchange Commission (the “SEC”) on February 9, 2005, (ii) Item 1.01 of the Current Report on Form 8-K of Equity Residential dated March 28, 2005 and filed with the SEC on March 29, 2005, and (iii) Item 1.01 of the Current Report on Form 8-K of Equity Residential dated and filed with the SEC on April 26, 2005, is hereby incorporated by reference into this Item 8.01.

 

This excerpt taken from the EQR 8-K filed Aug 22, 2005.

ITEM 8.01 Other Events

 

Equity Residential (the “Company”) is re-issuing in an updated format its historical financial statements to satisfy SEC requirements as they relate to Statement of Financial Accounting Standards (“SFAS”) No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets.

 

In compliance with the provisions of SFAS No. 144, the results of operations of the Company’s consolidated properties that were sold during the first six months of 2005 were reported as a component of discontinued operations for each period presented (including the comparable period of the prior year) in the Company’s second quarter 2005 quarterly report on Form 10-Q filed with the SEC on August 8, 2005.  Under SEC requirements, the same reclassification as discontinued operations is required for previously issued annual financial statements for each of the three years shown in the Company’s most recent annual report on Form 10-K, if those financial statements are incorporated by reference in subsequent filings with the SEC made under the Securities Act of 1933, as amended, even though those financial statements relate to periods prior to the sale date.  These reclassifications have no effect on the Company’s previously reported net income available to Common Shares or funds from operations (“FFO”).

 

This report on Form 8-K updates Items 6, 7, 8 and 15 (Exhibit 12 only) of the Company’s annual report on Form 10-K for the years ended December 31, 2004, 2003, and 2002 to reclassify those properties sold during the first six months of 2005 as a component of discontinued operations for each period presented in the annual report.  All other items of the Company’s Form 10-K remain unchanged.  No attempt has been made to update matters in the Form 10-K except to the extent expressly provided above.

 

This excerpt taken from the EQR 8-K filed Jun 20, 2005.

Item 8.01               Other Events

 

Equity Residential today announced that its operating partnership, ERP Operating Limited Partnership (collectively with Equity Residential, the “Company”) has entered into a contract dated June 17, 2005 with The Carlyle Group and Extell Development Company to acquire three high-rise apartment towers, currently known as Trump Place, located at 140, 160 and 180 Riverside Boulevard on the Upper West Side of Manhattan for approximately $816 million.  The properties, which were constructed between 1998 and 2003, consist of 1,325 apartment units totaling approximately 1.06 million square feet, approximately 40,000 square feet of retail space and 424 parking spaces.

 

This transaction is part of a larger transaction in which The Carlyle Group and Extell have agreed to purchase these properties and a large tract of developable land on Manhattan’s Upper West Side from a consortium of Hong Kong investors and Donald J. Trump.

 

The transaction is subject to customary closing conditions, as well as the closing of the larger transaction between The Carlyle Group, Extell and the Hong Kong consortium.  The Company anticipates closing in the third or fourth quarter of 2005.

 

The forward-looking statements contained in this report are based on current expectations, estimates, projections and assumptions made by management.  While the Company’s management believes the assumptions underlying its forward-looking statements are reasonable, such information is subject to uncertainties and may involve certain risks, many of which are difficult to predict and beyond management’s control.  As such, these statements are not guarantees of future performance, results or events.  The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.

 

2



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

ERP OPERATING LIMITED PARTNERSHIP

 

 

 

By:

Equity Residential, its general partner

 

 

 

Date: June 17, 2005

By:

  /s/ Bruce C. Strohm

 

 

Name:

  Bruce C. Strohm

 

 

Its:

  Executive Vice President, General Counsel and Secretary

 

 

 

 

 

 

 

 

EQUITY RESIDENTIAL

 

 

 

 

 

Date: June 17, 2005

By:

  /s/ Bruce C. Strohm

 

 

Name:

  Bruce C. Strohm

 

 

Its:

  Executive Vice President, General Counsel and Secretary

 

 

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