UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 4, 2005
Trustreet Properties, Inc.
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(Exact name of registrant as specified in its charter)
Maryland 1-13089 75-2687420
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
450 South Orange Avenue 32801
Orlando, Florida
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (407) 540-2000
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(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):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
Trustreet Properties, Inc. (the "Company") is the new name adopted upon
the merger of CNL Restaurant Properties, Inc. ("CNLRP") and eighteen CNL Income
Fund Partnerships with and into U.S. Restaurant Properties, Inc. For accounting
purposes, however, CNLRP was treated as the acquirer. On March 7, 2005, the
Company filed a Form 8-K to report the financial statements of CNLRP,
management's discussion and analysis of CNLRP's financial condition and results
of operation and the report of management on internal controls over financial
reporting for fiscal year 2004.
This Form 8-K/A is being filed to amend Items 1, 2, 3 and 4 of Exhibit
99.1 to the Company's March 7, 2005 8-K filing to reflect the reclassification
of two properties (the "Properties") identified during the three months ended
March 31, 2005 as discontinued operations in accordance with Statement of
Financial Accounting Standards No. 144, "Accounting for the Impairment or
Disposal of Long-Lived Assets" ("FAS 144") and the requirements of the U.S.
Securities and Exchange Commission (the "SEC"). Under the SEC requirements, the
Company must reflect any reclassification to discontinued operations required by
FAS 144 subsequent to the sale or identification for sale of properties on
previously issued annual financial statements for each of the years shown in the
Company's Form 8-K filed on March 7, 2005 if those financials are incorporated
by reference in subsequent filings made with the SEC under the Act of 1933, as
amended, even though those financial statements relate to periods prior to the
date the properties were identified for sale. The reclassifications have no
effect on stockholder's equity or net income.
The Company has reported revenues and expenses related to the
Properties as income from discontinued operations for the reporting periods
following December 31, 2004.
Readers should refer to the Company's quarterly reports on Form 10-Q
for information related to periods subsequent to December 31, 2004.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
Exhibit No. Description
99.1 Management's Discussion and Analysis of Financial
Condition and Results of Operations, Quantitative and
Qualitative Disclosures about Market Risk, Financial
Statements and Supplementary Data and Management's
Report on Internal Controls over Financial Reporting
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 13, 2005 TRUSTREET PROPERTIES, INC.
By:
/s/ CURTIS B. MCWILLIAMS
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Curtis B. McWilliams
Chief Executive Officer
EXHIBIT INDEX
Exhibit No. Description
99.1 Management's Discussion and Analysis of Financial
Condition and Results of Operations, Quantitative and
Qualitative Disclosures about Market Risk, Financial
Statements and Supplementary Data and Management's
Report on Internal Controls Over Financial Reporting