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): December 6, 2001
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KOGER EQUITY, INC.
(Exact Name of Registrant as Specified in Its Charter)
FLORIDA
(State or Other Jurisdiction of Incorporation)
1-9997 59-2898045
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(Commission File Number) (IRS Employer Identification No.)
433 PLAZA REAL, SUITE 335
BOCA RATON, FLORIDA 33432
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(Address of Principal Executive Offices) (Zip Code)
(561) 395-9666
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(Registrant's Telephone Number, Including Area Code)
NA
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(Former Name or Former Address, if Changed Since Last Reports)
Item 5. Other Events
Reference is made to copies of loan documents dated as of December 6,
2001 with Northwestern Mutual Life Insurance Company ("Northwestern"), which
documents are filed as Exhibits 10(a) through 10(aa) to this report. These
exhibits are incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit
Number Description of Exhibit
10(a) Master Loan Agreement, made as of December 6, 2001, between Koger Equity, Inc.
and The Northwestern Mutual Life Insurance Company.
10(b) Third Amendment to Tranche A Promissory Note, dated December 6, 2001,
between Koger Equity, Inc. and The Northwestern Mutual Life Insurance
Company.
10(c) Second Amendment to Tranche B Promissory Note, dated December 6, 2001,
between Koger Equity, Inc. and The Northwestern Mutual Life Insurance
Company.
10(d) First Amendment to Tranche C Promissory Note, dated December 6, 2001,
between Koger Equity, Inc. and The Northwestern Mutual Life Insurance
Company.
10(e) First Amendment to Tranche D Promissory Note, dated December 6, 2001,
between Koger Equity, Inc. and The Northwestern Mutual Life Insurance
Company.
10(f) First Amendment to Environmental Indemnity Agreement, dated December 6,
2001, between Koger Equity, Inc. and The Northwestern Mutual Life Insurance
Company.
10(g) Third Amendment to Environmental Indemnity Agreement, dated December 6,
2001, between Koger Equity, Inc. and The Northwestern Mutual Life Insurance
Company.
10(h) Consolidation, Amendment and Restatement of Mortgage and Security Agreement
and Spreader Agreement, dated December 6, 2001, between Koger Equity, Inc.
and The Northwestern Mutual Life Insurance Company, for Orange County,
Florida.
10(i) Consolidation, Amendment and Restatement of Mortgage and Security Agreement
and Spreader Agreement, dated December 6, 2001, between Koger Equity, Inc.
and The Northwestern Mutual Life Insurance Company, for Pinellas County,
Florida.
10(j) Consolidation, Amendment and Restatement of Mortgage and Security Agreement
and Spreader Agreement, dated December 6, 2001, between Koger Equity, Inc.
and The Northwestern Mutual Life Insurance Company, for Duval County,
Florida.
Exhibit
Number Description of Exhibit
10(k) Consolidation, Amendment and Restatement of Mortgage and Security Agreement,
dated December 6, 2001, between Koger Equity, Inc. and The Northwestern
Mutual Life Insurance Company, for Leon County, Florida.
10(l) Consolidation, Amendment and Restatement of Deed of Trust and Security
Agreement, dated December 6, 2001, between Koger Equity, Inc. and Robert J.
Pinstein ("Trustee"), and The Northwestern Mutual Life Insurance Company,
for Shelby County, Tennessee.
10(m) Amendment and Restatement of IDB Deed of Trust and Security Agreement, dated
December 6, 2001, between The Industrial Development Board of the City of
Memphis and County of Shelby, Koger Equity, Inc. and Trustee and The
Northwestern Mutual Life Insurance Company, for Shelby County, Tennessee.
10(n) Amendment and Restatement of Leasehold Deed of Trust and Security Agreement,
dated December 6, 2001, between Koger Equity, Inc. and Trustee, and The
Northwestern Mutual Life Insurance Company, for Shelby County, Tennessee.
10(o) Mortgage and Security Agreement, dated December 6, 2001, between Koger
Equity, Inc. and The Northwestern Mutual Life Insurance Company, for
Seminole County, Florida.
10(p) Deed to Secure Debt and Security Agreement, dated December 6, 2001, between
Koger Equity, Inc. and The Northwestern Mutual Life Insurance Company, for
DeKalb County, Georgia.
10(q) Deed to Secure Debt and Security Agreement, dated December 6, 2001, between
Koger Equity, Inc. and The Northwestern Mutual Life Insurance Company, for
Gwinnett County, Georgia.
10(r) Consolidation and Amendment of Absolute Assignment of Leases and Rents,
dated December 6, 2001, between Koger Equity, Inc. and The Northwestern
Mutual Life Insurance Company, for Orange County, Florida.
10(s) Consolidation and Amendment of Absolute Assignment of Leases and Rents,
dated December 6, 2001, between Koger Equity, Inc. and The Northwestern
Mutual Life Insurance Company, for Pinellas County, Florida.
10(t) Consolidation and Amendment of Absolute Assignment of Leases and Rents,
dated December 6, 2001, between Koger Equity, Inc. and The Northwestern
Mutual Life Insurance Company, for Duval County, Florida.
10(u) Consolidation and Amendment of Absolute Assignment of Leases and Rents,
dated December 6, 2001, between Koger Equity, Inc. and The Northwestern
Mutual Life Insurance Company, for Leon County, Florida.
Exhibit
Number Description of Exhibit
10(v) Consolidation and Amendment of Absolute Assignment of Leases and Rents,
dated December 6, 2001, between Koger Equity, Inc. and The Northwestern
Mutual Life Insurance Company, for Shelby County, Tennessee.
10(w) Absolute Assignment of Leases and Rents, dated December 6, 2001, between
Koger Equity, Inc. and The Northwestern Mutual Life Insurance Company, for
Seminole County, Florida.
10(x) Absolute Assignment of Leases and Rents, dated December 6, 2001, between
Koger Equity, Inc. and The Northwestern Mutual Life Insurance Company, for
DeKalb County, Georgia.
10(y) Absolute Assignment of Leases and Rents, dated December 6, 2001, between
Koger Equity, Inc. and The Northwestern Mutual Life Insurance Company, for
Gwinnett County, Georgia.
10(z) Side Letter Regarding Land Use Opinion, dated December 6, 2001, from Koger
Equity, Inc. to The Northwestern Mutual Life Insurance Company.
10(aa) Certification of Borrower, dated December 3, 2001, from Koger Equity, Inc.
to The Northwestern Mutual Life Insurance Company.
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.
KOGER EQUITY, INC.
Dated: March 19, 2002 By: s/James L. Stephens
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James L. Stephens
Title: Vice President and
Chief Accounting Officer
EXHIBIT INDEX
The following designated exhibits are filed herewith:
Exhibit
Number Description of Exhibit
10(a) Master Loan Agreement, made as of December 6, 2001, between Koger Equity, Inc.
and The Northwestern Mutual Life Insurance Company.
10(b) Third Amendment to Tranche A Promissory Note, dated December 6, 2001,
between Koger Equity, Inc. and The Northwestern Mutual Life Insurance
Company.
10(c) Second Amendment to Tranche B Promissory Note, dated December 6, 2001,
between Koger Equity, Inc. and The Northwestern Mutual Life Insurance
Company.
10(d) First Amendment to Tranche C Promissory Note, dated December 6, 2001,
between Koger Equity, Inc. and The Northwestern Mutual Life Insurance
Company.
10(e) First Amendment to Tranche D Promissory Note, dated December 6, 2001,
between Koger Equity, Inc. and The Northwestern Mutual Life Insurance
Company.
10(f) First Amendment to Environmental Indemnity Agreement, dated December 6,
2001, between Koger Equity, Inc. and The Northwestern Mutual Life Insurance
Company.
10(g) Third Amendment to Environmental Indemnity Agreement, dated December 6,
2001, between Koger Equity, Inc. and The Northwestern Mutual Life Insurance
Company.
10(h) Consolidation, Amendment and Restatement of Mortgage and Security Agreement
and Spreader Agreement, dated December 6, 2001, between Koger Equity, Inc.
and The Northwestern Mutual Life Insurance Company, for Orange County,
Florida.
10(i) Consolidation, Amendment and Restatement of Mortgage and Security Agreement
and Spreader Agreement, dated December 6, 2001, between Koger Equity, Inc.
and The Northwestern Mutual Life Insurance Company, for Pinellas County,
Florida.
10(j) Consolidation, Amendment and Restatement of Mortgage and Security Agreement
and Spreader Agreement, dated December 6, 2001, between Koger Equity, Inc.
and The Northwestern Mutual Life Insurance Company, for Duval County,
Florida.
Exhibit
Number Description of Exhibit
10(k) Consolidation, Amendment and Restatement of Mortgage and Security Agreement,
dated December 6, 2001, between Koger Equity, Inc. and The Northwestern
Mutual Life Insurance Company, for Leon County, Florida.
10(l) Consolidation, Amendment and Restatement of Deed of Trust and Security
Agreement, dated December 6, 2001, between Koger Equity, Inc. and Robert J.
Pinstein ("Trustee"), and The Northwestern Mutual Life Insurance Company,
for Shelby County, Tennessee.
10(m) Amendment and Restatement of IDB Deed of Trust and Security Agreement, dated
December 6, 2001, between The Industrial Development Board of the City of
Memphis and County of Shelby, Koger Equity, Inc. and Trustee and The
Northwestern Mutual Life Insurance Company, for Shelby County, Tennessee.
10(n) Amendment and Restatement of Leasehold Deed of Trust and Security Agreement,
dated December 6, 2001, between Koger Equity, Inc. and Trustee, and The
Northwestern Mutual Life Insurance Company, for Shelby County, Tennessee.
10(o) Mortgage and Security Agreement, dated December 6, 2001, between Koger
Equity, Inc. and The Northwestern Mutual Life Insurance Company, for
Seminole County, Florida.
10(p) Deed to Secure Debt and Security Agreement, dated December 6, 2001, between
Koger Equity, Inc. and The Northwestern Mutual Life Insurance Company, for
DeKalb County, Georgia.
10(q) Deed to Secure Debt and Security Agreement, dated December 6, 2001, between
Koger Equity, Inc. and The Northwestern Mutual Life Insurance Company, for
Gwinnett County, Georgia.
10(r) Consolidation and Amendment of Absolute Assignment of Leases and Rents,
dated December 6, 2001, between Koger Equity, Inc. and The Northwestern
Mutual Life Insurance Company, for Orange County, Florida.
10(s) Consolidation and Amendment of Absolute Assignment of Leases and Rents,
dated December 6, 2001, between Koger Equity, Inc. and The Northwestern
Mutual Life Insurance Company, for Pinellas County, Florida.
10(t) Consolidation and Amendment of Absolute Assignment of Leases and Rents,
dated December 6, 2001, between Koger Equity, Inc. and The Northwestern
Mutual Life Insurance Company, for Duval County, Florida.
10(u) Consolidation and Amendment of Absolute Assignment of Leases and Rents,
dated December 6, 2001, between Koger Equity, Inc. and The Northwestern
Mutual Life Insurance Company, for Leon County, Florida.
Exhibit
Number Description of Exhibit
10(v) Consolidation and Amendment of Absolute Assignment of Leases and Rents,
dated December 6, 2001, between Koger Equity, Inc. and The Northwestern
Mutual Life Insurance Company, for Shelby County, Tennessee.
10(w) Absolute Assignment of Leases and Rents, dated December 6, 2001, between
Koger Equity, Inc. and The Northwestern Mutual Life Insurance Company, for
Seminole County, Florida.
10(x) Absolute Assignment of Leases and Rents, dated December 6, 2001, between
Koger Equity, Inc. and The Northwestern Mutual Life Insurance Company, for
DeKalb County, Georgia.
10(y) Absolute Assignment of Leases and Rents, dated December 6, 2001, between
Koger Equity, Inc. and The Northwestern Mutual Life Insurance Company, for
Gwinnett County, Georgia.
10(z) Side Letter Regarding Land Use Opinion, dated December 6, 2001, from Koger
Equity, Inc. to The Northwestern Mutual Life Insurance Company.
10(aa) Certification of Borrower, dated December 3, 2001, from Koger Equity, Inc.
to The Northwestern Mutual Life Insurance Company.