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): October 18, 2005
PRENTISS PROPERTIES TRUST
(Exact Name of Registrant as Specified in Charter)
|
|
|
|
|
Maryland
(State or other jurisdiction of
incorporation
|
|
1-14516
(Commission File Number)
|
|
75-2661588
(I.R.S. Employer
Identification Number) |
|
|
|
|
|
3890 W. Northwest Hwy. Suite |
|
|
|
|
400 |
|
|
|
|
Dallas, Texas |
|
|
|
75220 |
(Address of principal
executive offices)
|
|
|
|
(Zip code) |
(214) 654-0886
(Registrants telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the
filing obligation of the Registrant under any of the following provisions:
|
|
|
þ
|
|
Written communications pursuant to Rule 425 under the Securities Act |
o
|
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
o
|
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
o
|
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
TABLE OF CONTENTS
Item 2.02. Disclosure of Results of Operations and Financial Condition.
On October 18, 2005, we issued a press release regarding our results of operations for the quarter
ended September 30, 2005. A copy of this press release is attached hereto as Exhibit 99.1. In
addition, we posted on our web site supplemental information regarding our operations for the
quarter ended September 30, 2005, a copy of which is attached hereto as Exhibit 99.2.
At 10:00 am central daylight savings time on October 19, 2005, we will hold our earnings conference
call for the quarter ended September 30, 2005.
The information disclosed under this Item 2.02, including Exhibits 99.1 and 99.2, shall not be
deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the
Exchange Act), nor shall it be deemed incorporated by reference in any filing under the
Securities Act of 1933, as amended, or the Exchange Act.
Item 8.01. Other Events.
The press release filed herewith relates to the financial and operational results of Prentiss for
the quarter ended September 30, 2005, and contains certain statements regarding the proposed merger
of Prentiss and Brandywine Realty Trust.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly
authorized.
|
|
|
|
|
|
Prentiss Properties Trust
|
|
Date: October 19, 2005 |
By: |
/s/
Gregory S. Imhoff |
|
|
|
Gregory S. Imhoff |
|
|
|
Senior Vice President, General Counsel and
Secretary |
|
3