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): January 14, 2016
ARMADA HOFFLER PROPERTIES, INC.
(Exact name of registrant as specified in its charter)
| Maryland | 001-35908 | 46-1214914 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 222 Central Park Avenue, Suite 2100 Virginia Beach, Virginia |
23462 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (757) 366-4000
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 2.01. Completion of Acquisition or Disposition of Assets.
On January 14, 2016, a wholly owned subsidiary of Armada Hoffler Properties, Inc. (the “Company”) completed the previously announced acquisition of a portfolio of the 11 retail properties listed below (the “Portfolio”) for a total purchase price of $170.5 million in cash, which the Company funded with the net proceeds from the recently completed sales of the Oceaneering International and Richmond Tower office buildings and borrowings under the Company’s unsecured revolving credit facility.
| Property |
Location |
Square Feet |
Occupancy(1) |
Anchor Tenants | ||||||||||
| Patterson Place |
Durham, NC | 160,942 | 99 | % | Bed Bath & Beyond, PetSmart, Total Wine & More, A.C. Moore | |||||||||
| South Square |
Durham, NC | 109,590 | 100 | % | Ross Dress for Less, Petco, Office Depot | |||||||||
| Wendover Village |
Greensboro, NC | 135,758 | 100 | % | Bed Bath & Beyond, Golfsmith, T.J. Maxx, Petco, Five Below | |||||||||
| Alexander Pointe |
Salisbury, NC | 57,710 | 100 | % | Harris Teeter | |||||||||
| Harper Hill Commons |
Winston-Salem, NC | 96,914 | 79 | % | Harris Teeter | |||||||||
| North Hampton Market |
Taylors, SC | 114,935 | 94 | % | PetSmart, Hobby Lobby, Dollar Tree | |||||||||
| Waynesboro Commons |
Waynesboro, VA | 52,415 | 100 | % | Kroger | |||||||||
| Willowbrook Commons |
Nashville, TN | 93,600 | 88 | % | Kroger | |||||||||
| Oakland Marketplace |
Oakland, TN | 64,600 | 96 | % | Kroger | |||||||||
| Broadmoor Plaza |
South Bend, IN | 115,059 | 94 | % | Kroger, Staples, Jo-Ann Fabrics | |||||||||
| Kroger Junction |
Pasadena, TX | 81,158 | 78 | % | Kroger | |||||||||
|
|
|
|||||||||||||
| Total |
1,082,681 | 94 | % | |||||||||||
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| (1) | As of January 14, 2016 |
The acquisition of the Portfolio was made pursuant to the Purchase and Sale Agreement dated as of December 3, 2015 and first amendment thereto with an unrelated third party. For additional information regarding the acquisition of the Portfolio, see the Current Report on Form 8-K previously filed by the Company on December 3, 2015.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
The required financial statements of the acquired properties will be filed in accordance with Rule 3-14 of Regulation S-X under cover of Form 8-K/A as soon as practicable, but in no event later than 71 days after the date on which this initial Current Report was required to be filed.
(b) Unaudited Pro Forma Financial Information.
The required pro forma financial statements of the Company will be filed in accordance with Article 11 of Regulation S-X under cover of Form 8-K/A as soon as practicable, but in no event later than 71 days after the date on which this initial Current Report was required to be filed.
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.
| ARMADA HOFFLER PROPERTIES, INC. | ||||||||
| Dated: January 20, 2016 | By: | /s/ Michael P. O’Hara |
||||||
| Michael P. O’Hara | ||||||||
| Chief Financial Officer and Treasurer | ||||||||