CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
XXXX and Xxxxxx X. Xxxx, Xx.
CarrPark, Inc., a subsidiary of OCCO, a stockholder of the Company
whose chairman, president and trustee of the majority stockholder is Xxxxxx X.
Xxxx. Jr., manages certain of the parking garages in the Company's properties
for fees ranging from 24 to 62 percent of gross receipts from garage operations.
CarrPark, Inc. is responsible for payment of all garage operating expenses. Fees
paid by the Company to CarrPark, Inc. for 1996 totaled $1.9 million.
The Company leases office space from a partnership affiliated with
OCCO. Rent expense amounted to $1.1 million in 1996 under the lease. Future
minimum payments under the lease are $.9 million in 1997 and $.4 million in
1998.
Xxxx Development and Construction was a division of OCCO until April
30, 1996 when the Company acquired it for $1.75 million. Xxxx Development and
Construction was the development manager of 0000 Xxxxxxxxxxxx Xxxxxx during 1995
and a portion of 1996. OCCO earned fees of $.2 million in 1996.
Xxxx Real Estate Services, Inc. provides management and leasing
services to properties owned by partnerships in which OCCO and/or Xxxxxx X.
Xxxx, Xx. (as well as X. Xxxxx Xxxxx and ELAS in some circumstances) have
interests. Management fees are generally equal to 2% to 3% of collected revenue
from the managed property, and leasing fees are generally equal to 1.5% to 2% of
the rent payable over the life of the lease. Xxxx Real Estate Services, Inc.
received revenue from these affiliated partnerships of $6.9 million for 1996.
Xxxxxx X. Xxxx, Xx., as beneficial owner of the majority of shares of
OCCO, also has an indirect material interest in the transactions involving OCCO
described above.
Xxxxx Enterprises, Inc. and X. Xxxxx Xxxxx
A wholly-owned subsidiary of Xxxxx Enterprises, Inc., a Unitholder of
Xxxx Realty, L.P., has provided construction management services to the Company.
In connection with these services, the Company paid $1.3 million in 1996.
Additionally, a wholly-owned subsidiary of Xxxxx Enterprises, Inc. received a
total of $19.6 million during the years of 1996, 1995 and 1994 under a
construction contract for the Xxxx-Xxxxx & Xxxxxxxx Building (in which the
Company is a 50% joint venturer).
The Equitable Life Assurance Society of the United States
The Equitable Life Assurance Society of the United States ("ELAS"), an
affiliate of an entity of which one of the Company's directors serves as an
officer and director, leases approximately 10,000 square feet of office space
from the Company. Rent of $.3 million was received by the Company in 1996.
Xxxx Real Estate Services, Inc. provides management and leasing
services to properties owned by partnerships in which ELAS has interests. In
addition to revenue received from partnerships in which OCCO also has an
interest (as described above), Xxxx Real Estate Services, Inc. received revenue
of $.6 million for 1996 from partnerships in which ELAS has an interest.
Security Capital Affiliates
The Company paid Security Capital Markets Group, an affiliate of US
Realty, a placement fee of $.4 million in 1996 for services rendered in
connection with the sale of 1,740,000 shares of Series A Preferred Stock issued
in October 1996.
During 1996, payments of $1.1 million were made to Security Capital
Investment Research Incorporated, an affiliate of US Realty, for services
rendered in connection with the acquisition of operating and development
properties.
