Form 8-K, 10/19/2004
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
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Date of report (earliest event reported): |
October 13, 2004 |
TAUBMAN CENTERS, INC.
(Exact Name of
Registrant as Specified in its Charter)
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Michigan |
1-11530 |
38-2033632 |
(State of Other Jurisdiction |
(Commission |
(I.R.S. Employer |
of Incorporation) |
File Number) |
Identification No.) |
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200 East Long Lake Road, Suite 300, |
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Bloomfield Hills, Michigan |
48303-0200 |
(Address of Principal Executive Office) |
(Zip Code) |
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Registrant's Telephone Number, Including Area Code: |
(248) 258-6800 |
None
(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
(See General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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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.
The
information set forth under Item 2.03 of this current report on Form 8-K is hereby
incorporated in this Item 1.01 by reference.
Item 2.03. Creation of a Direct Financial
Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
On
On October 13, 2004, The Taubman Realty Group Limited Partnership (the Company), a subsidiary of Taubman
Centers, Inc., entered into a Secured Revolving Credit Agreement (the Agreement) with a group of banks and
financial institutions and Eurohypo AG, New York Branch (Eurohypo), as Administrative Agent, Lead Arranger and
Sole Book Runner. The secured revolving credit facility (the Facility) has a total commitment of $350
million. Borrowings under the Facility were used to refinance the $135,000,000 balance under the then existing
$275,000,000 secured revolving line of credit and will be used for general corporate purposes. The Facility has
a term of 40 months and a one year extension option. The Facility will bear interest at the Companys option
equal to: (i) the greater of (a) Eurohypos prime rate and (b) the federal funds rate plus 0.50%; or (ii) Libor
plus a margin based upon the Companys Property Debt Yield, as defined in the Agreement (0.80% on the closing
date.)
For
a complete description of the Facility, reference is made to the Agreement filed as
Exhibit 10(a) hereto, which exhibit is incorporated herein by reference.
Item 9.01 Financial
Statements and Exhibits
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(a) |
Financial Statements of Businesses Acquired. Not applicable. |
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(b) |
Pro Forma applicable information. Not applicable. |
Exhibit No. Description
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10(a). |
Secured Revolving Credit Agreement, dated as of October 13, 2004 among The Taubman Realty Group Limited Partnership and Eurohypo AG,
New York Branch (Eurohypo), KeyBank National Association, PNC Bank National Association, Commerzbank AG, New York and Grand Cayman
Branches, Hypo Real Estate Capital Corporation, Comerica Bank, PB (USA) Realty Corporation, Bank One, N.A. |
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.
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Date: October 19, 2004 |
TAUBMAN CENTERS, INC. |
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By: /s/ Lisa A. Payne |
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Lisa A. Payne |
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Executive Vice President and |
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Chief Financial and |
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Administrative Officer |
EXHIBIT INDEX
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10(a). |
Secured Revolving Credit Agreement, dated as of October 13, 2004 among The Taubman Realty Group Limited Partnership and Eurohypo AG,
New York Branch (Eurohypo), KeyBank National Association, PNC Bank National Association, Commerzbank AG, New York and Grand Cayman
Branches, Hypo Real Estate Capital Corporation, Comerica Bank, PB (USA) Realty Corporation, Bank One, N.A. |