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): June 12, 2007
Crescent Real Estate Equities Company
(Exact name of registrant as specified in its charter)
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Texas
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1-13038
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52-1862813 |
(State or other jurisdiction
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(Commission
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(IRS Employer |
of organization)
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File Number)
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Identification No.) |
777 Main Street, Suite 2100
Fort Worth, Texas 76102
(817) 321-2100
(Address, including zip code, and telephone number, including area code, of registrants principal
executive offices)
(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:
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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 230.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 230.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Securities Act
(17 CFR 230.13e-4(c)) |
Item 1.01. Entry into a Material Definitive Agreement.
On June 12, 2007 (Effective date), Crescent Real Estate Equities Limited Partnership, a
Delaware limited partnership (the Partnership), and certain of its subsidiaries and affiliates
(the Sellers and, collectively with the Partnership, Crescent), and Equastone Acquisitions,
LLC, a Delaware limited liability company (the Purchaser), entered into a Purchase and Sale
Contract (the Purchase Agreement) pursuant to which, among other things, (a) Crescent agreed to
sell to the Purchaser all of Crescents rights, title and interest in properties that Crescent
refers to as Palisades Central I and adjacent land parcel, Palisades Central II, 125 E. John
Carpenter, The Addison, The Aberdeen, Greenway I & I A, Greenway II, MacArthur Center I & II, 3333
Lee Parkway, Stemmons Place, Stanford Corporate Centre and the North Dallas Athletic Club. The
total purchase price under the Purchase Agreement, which was determined through arms length
negotiations between the parties, is approximately $420,000,000 and is to be paid at closing.
The Purchaser has paid an earnest money deposit of $3,500,000, which deposit is nonrefundable
except in certain limited circumstances. The Purchaser has the right to terminate the Purchase
Agreement until July 12, 2007. If the Purchaser has not terminated the Purchase Agreement by the
expiration of this period, the Purchaser is required to make an additional deposit of $6,500,000,
and the additional deposit shall also be nonrefundable except in certain limited circumstances.
The closing of the transactions contemplated by the Purchase Agreement is subject to the
satisfaction of certain customary closing conditions. There are no assurances that the conditions
will be met or that the transaction will be consummated. The parties to the Purchase Agreement
presently anticipate that the closing will occur during the third quarter of 2007. None of
Crescent Real Estate Equities Company, the Partnership, any of the Sellers or any affiliate of the
foregoing, has a material relationship with Purchaser, other than pursuant to the Purchase
Agreement.