Item 1.01 Entry into a Material Definitive
On June 10, 2019, American Assets Trust, Inc. (the “Company”),
through a subsidiary of the Company’s operating partnership,
entered into a definitive purchase and sale agreement (the
“Purchase Agreement”) with HSPF La Jolla Commons I Investors LLC,
HSPF La Jolla Commons II Investors LLC and HSPF La Jolla Commons
III Investors LLC (collectively, the “Seller”), pursuant to which
we agreed to acquire La Jolla Commons (the “Property”) from the
Seller for a purchase price of $525 million, less a seller
credit of approximately $11.5 million.
The Property consists of two office towers, an entitled development
parcel and two parking structures, located in the University Town
Center submarket of San Diego, California. The Property’s two
office towers total approximately 724,000 square feet. One tower,
consisting of approximately 421,000 square feet, is 100% leased to
a credit-rated tenant, and the other tower, consisting of
approximately 303,000 square feet, is approximately 72% leased. In
addition, the Property includes a fully entitled development parcel
for an approximately 224,000 square foot building.
The Purchase Agreement contains customary representations,
warranties and covenants. The representations and warranties
contained in the Purchase Agreement were made only for purposes of
the transactions contemplated by the Purchase Agreement as of
specific dates and may have been qualified by certain disclosures
between the parties and a contractual standard of materiality
different from those generally applicable under securities laws,
among other limitations. The representations and warranties were
made for purposes of allocating contractual risk between the
parties to the Purchase Agreement and should not be relied upon as
a disclosure of factual information relating to the Company, the
Seller or the transactions described in this Current Report on Form
The Company expects closing to occur by the end of the second
quarter of 2019, subject to customary closing conditions.
Item 7.01 Regulation FD Disclosure.
On June 10, 2019, the Company issued a press release announcing the
acquisition of the Property. A copy of the press release is
attached hereto as Exhibit 99.1. The information contained in
Item 7.01 of this Current Report, including Exhibit 99.1, is
being furnished and shall not be deemed “filed” for any purposes,
including for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that section. Such information shall not be
incorporated by reference into any filing of the Company, whether
made before or after the date hereof, regardless of any general
incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.