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): June 3, 2002
CAMDEN PROPERTY TRUST
(Exact name of Registrant as specified in its Charter)
TEXAS 1-12110 76-6088377
(State or other jurisdiction of (Commission file number) (I.R.S. Employer
incorporation or organization) Identification Number)
Three Greenway Plaza, Suite 1300, Houston, Texas 77046
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 354-2500
Not applicable
(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS.
Camden Property Trust, a Texas real estate investment trust (the
"Company"), has completed an offering of 5.875% Notes due 2007 in an aggregate
principal amount of $150,000,000 (the "Notes") as described in the Company's
Prospectus Supplement dated May 29, 2002, to the Company's Prospectus dated
January 12, 2000 (the "Notes Offering"). The Notes were issued pursuant to the
Company's existing shelf registration statement.
The Notes bear interest at 5.875% from June 3, 2002, with interest
payable each June 1 and December 1 beginning December 1, 2002. The entire
principal amount of the Notes is due on June 1, 2007. The Notes are redeemable
at any time at the option of the Company, in whole or in part, at a redemption
price equal to the principal amount and accrued interest of the Notes being
redeemed, plus a make-whole premium.
The Notes were priced at a discount such that the Notes were offered to
the public at 99.532% of their face amount. The Notes Offering was underwritten
by J.P. Morgan Securities Inc., Commerzbank Capital Markets Corp., Banc of
America Securities LLC and Credit Suisse First Boston Corporation (the
"Underwriters") pursuant to the Underwriting Agreement among the Company and the
Underwriters dated May 29, 2002. The Notes were issued under an Indenture
between the Company and The Bank of New York Trust Company of Florida, N.A.
(formerly known as U.S. Trust Company of Texas, N.A.), as trustee.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
1.1 Form of Underwriting Agreement among the Company and
the Underwriters dated May 29, 2002 relating to the
Notes Offering.
4.1 Indenture dated as of February 15, 1996 between the
Company and The Bank of New York Trust Company of
Florida, N.A. (formerly known as U.S. Trust Company
of Texas, N.A.), as trustee (filed as Exhibit 4.1 to
the Company's Current Report on Form 8-K dated
February 15, 1996 and incorporated herein by
reference).
4.2 First Supplemental Indenture dated as of February 15,
1996 (filed as Exhibit 4.2 to the Company's Current
Report on Form 8-K dated February 15, 1996 and
incorporated herein by reference).
4.3 Form of Camden Property Trust 5.875% Note due 2007.
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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.
Date: June 3, 2002
CAMDEN PROPERTY TRUST
By: /s/ G. Steven Dawson
-----------------------------------------
G. Steven Dawson
Senior Vice President - Finance, Chief
Financial Officer and Secretary
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
------- -----------
1.1 Form of Underwriting Agreement among the Company and
the Underwriters dated May 29, 2002 relating to the
Notes Offering.
4.1 Indenture dated as of February 15, 1996 between the
Company and The Bank of New York Trust Company of
Florida, N.A. (formerly known as U.S. Trust Company of
Texas, N.A.), as trustee (filed as Exhibit 4.1 to the
Company's Current Report on Form 8-K dated February 15,
1996 and incorporated herein by reference).
4.2 First Supplemental Indenture dated as of February 15,
1996 (filed as Exhibit 4.2 to the Company's Current
Report on Form 8-K dated February 15, 1996 and
incorporated herein by reference).
4.3 Form of Camden Property Trust 5.875% Note due 2007.