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 earliest event reported: April 24, 1998 Date of Report: April 27, 1998 First Industrial Realty Trust, Inc. (Exact name of registrant as specified in its charter) Maryland 1-13102 36-3935116 (State or other (Reporting File (I.R.S. Employer jurisdiction of organization) Number) Identification No.) 311 South Wacker Drive, Suite 4000 Chicago, Illinois 60606 (Address of principal executive offices) (Zip Code) (312) 344-4300 (Registrant's telephone number, including area code)-2- Item 5. On April 24, 1998, First Industrial Realty Trust, Inc. announced the sale of 1,112,644 shares of its common stock, par value $.01 per share, at a price of $30.9122 per share, to Merrill Lynch, Pierce, Fenner & Smith Incorporated, in a private placement. Attached hereto as Exhibit 99 is a copy of the press release announcing the Offering. Item 7. Financial Statements and Exhibits (c) Exhibits Exhibit Number Exhibit 99 First Industrial Realty Trust, Inc. press release dated April 24, 1998. -3- 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. FIRST INDUSTRIAL REALTY TRUST, INC. By: /s/ Gary H. Heigl ----------------------------------- Name: Gary H. Heigl Title: Senior Vice President, Capital Markets Date: April 27, 1998 Exhibit Index Exhibit Number Exhibit 99 First Industrial Realty Trust, Inc. press release dated April 24, 1998.
Exhibit 99 [First Industrial Logo] FIRST INDUSTRIAL REALTY TRUST, INC. FOR INVESTOR INQUIRIES, CONTACT: 311 South Wacker Drive Cindy Thorson Klimstra Suite 4000 Vice President - Investor Relations Chicago, Illinois 60606 312/344-4300 FOR MEDIA INQUIRIES, CONTACT: Fax 312/922-6320 Joe Bronson - Media Relations Manager MEDIA RELEASE For Immediate Release FIRST INDUSTRIAL ANNOUNCES PRIVATE PLACEMENT CHICAGO, April 24, 1998 - First Industrial Realty Trust, Inc. (NYSE: FR) announced today that it has priced a private placement of 1,112,644 shares of its common stock at a price of $32.625 per share, less an underwriting discount of 5.25 percent. It is anticipated that the shares will be deposited with a registered unit investment trust. The securities are being offered pursuant to an exemption from registration under the Securities Act of 1933, as amended, and contain certain registration rights. The securities may not be offered or sold in the United States absent registration or an applicable exemption from registration under the Securities Act of 1933, as amended. This announcement shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any State in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such State. # # #