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): February 27, 2007 (February 27, 2007)
COLUMBIA EQUITY TRUST, INC.
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Maryland
|
|
001-32536
|
|
20-1978579 |
|
|
|
|
|
(State or other jurisdiction
of incorporation)
|
|
(Commission File Number)
|
|
(IRS Employer
Identification No.) |
1750 H Street, N.W., Suite 500
Washington, D.C. 20006
(Address and zip code of
principal executive offices)
Registrants telephone number, including area code: (202) 303-3080
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.):
|
|
|
o
|
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
|
o
|
|
Soliciting materials pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
|
o
|
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
|
|
|
o
|
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Item 8.01. Other Events.
On February 27, 2007, Columbia Equity Trust, Inc. (Columbia) announced that its stockholders approved the merger
of Columbia with and into an affiliate of the Commingled Pension Trust Fund (Special Situation Property) of
JPMorgan Chase Bank, N.A. A copy of this press release is being filed as Exhibit 99.1 to this
Current Report on Form 8-K and incorporated herein by reference.
Item 9.01(d). Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release, dated February 27, 2007 of Columbia Equity Trust, Inc.
Additional Information About the Merger and Where to Find It
In connection with the proposed merger, Columbia has filed with the United States Securities and Exchange
Commission (the SEC) a definitive proxy statement. INVESTORS AND SECURITY HOLDERS OF COLUMBIA ARE URGED TO
READ THE DEFINITIVE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN
IMPORTANT INFORMATION ABOUT COLUMBIA, JPMORGAN AND THE PROPOSED MERGER. Investors can obtain the definitive proxy
statement and all other relevant documents filed by Columbia with the SEC free of charge at the
SECs website at www.sec.gov. In addition, investors and security holders may obtain free copies
of the documents filed with the SEC by Columbia by contacting Columbias
Investor Relations liaison at (202) 303 3080 or accessing Columbias investor relations
website at www.columbiareit.com.
Cautionary Note Regarding Forward Looking Statements
Certain statements in this Current Report on Form 8-K that are not historical fact may constitute
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Numerous risks,
uncertainties and other factors may cause actual results to differ materially from those expressed in any forward-looking
statements. These factors include, but are not limited to, (i) the occurrence of any event, change or other circumstances
that could give rise to the termination of the merger agreement; (ii) the outcome of any legal proceedings that
may be instituted against Columbia and others following announcement of the merger agreement; (iii) the
inability to complete the merger due to the failure to satisfy the conditions to completion of the merger;
(iv) risks that the proposed transaction disrupts current plans and operations and the potential difficulties in
employee retention as a result of the merger; (v) the ability to recognize the benefits of the merger; and
(vi) the amount of the costs, fees, expenses and charges related to the merger. Although Columbia believes the
expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no
assurance that its expectations will be attained. For a further discussion of these and other factors that could
impact Columbias future results, performance, achievements or transactions, see the documents filed by Columbia from
time to time with the SEC, and in particular the section titled Risk Factors in Columbias Annual Report
on Form 10-K for the year ended December 31, 2005 filed on March 31, 2006. Columbia undertakes no obligation
to revise or update any forward-looking statements, or to make any other forward-looking statements, whether as
a result of new information, future events or otherwise.
1