Item 2.02. Results of Operations and Financial Condition.
On March 2, 2009, First Industrial Realty Trust, Inc. (the "Company") issued
a press release announcing its financial results for the fiscal quarter ended
December 31, 2008 and certain other information.
Attached and incorporated by reference as Exhibit 99.1 is a copy of the
Company's press release dated March 2, 2009, announcing its financial results
for the fiscal quarter ended December 31, 2008 and certain other information.
On March 3, 2009, the Company will hold an investor conference and webcast at
12:00 p.m. Eastern time to disclose and discuss the financial results for the
fourth fiscal quarter of 2008 and certain other information.
The information furnished in this report under this Item 2.02, including the
Exhibit attached hereto, shall not be deemed "filed" for purposes of Section 18
of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by
reference in any filing under the Securities Act of 1933, except as shall be
expressly set forth by specific reference to such filing.
Item 2.05 Costs Associated with Exit or Disposal Activities.
As previously reported, on October 24, 2008, the Compensation Committee (the
"Committee") of the Board of Directors of First Industrial Realty Trust, Inc.
(the "Company") committed the Company to a plan to reduce organizational and
overhead costs consistent with the Company's current business outlook (the
"Plan"). On December 12, 2008, the Committee committed the Company to certain
modifications to the Plan consisting of further organizational and overhead cost
reductions. On February 25, 2009, the Board of Directors of the Company
committed the Company to certain additional modifications to the Plan consisting
of further organizational and overhead cost reductions. Implementation of these
further cost reductions will begin immediately and is expected to conclude
during the first quarter of 2009.
The Company estimates that the total pre-tax charge to earnings associated
with the Plan, including the cost reductions referred to above, will range
between $32.9 million and $33.5 million, consisting primarily of between
approximately $29.0 million and $29.3 million in one-time termination benefits
and between approximately $3.9 million and $4.2 million in office closing costs
and other costs, of which between approximately $20.6 million to $21.0 million
is expected to result in future cash expenditures and the remaining
approximately $12.3 million to $12.5 million is due to the accelerated vesting
of restricted stock.
The Company anticipates that between approximately $18.2 million and
$18.6 million of the pre-tax charges to earnings resulting in cash expenditures
pursuant to the Plan will be paid by the end of the first quarter of 2009, with
the balance paid over subsequent periods.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 26, 2009, Jerry Pientka resigned as Executive Vice President -
Development of the Company.
On February 27, 2009, the Company and Mr. Pientka entered into a Severance
Agreement and Release and Waiver of Claims (the "Pientka Severance Agreement").
The agreement sets forth the terms of Mr. Pientka's departure from the Company.
Under the Pientka Severance Agreement, Mr. Pientka will receive, among other
things, a lump sum payment in the amount of $313,117 and continuing coverage
under the Company's health plans for three months. All shares of restricted
stock owned by Mr. Pientka became vested on February 26, 2009 pursuant to the
terms of his restricted stock award agreements.
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