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): July 19,
2007
Stratus
Properties Inc.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
0-19989
|
72-1211572
|
||
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification Number)
|
|
98
San Jacinto Blvd., Suite 220
|
|
|
Austin,
Texas
|
78701
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant's
telephone number, including area code: (512) 478-5788
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:
[
]
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
1.01 Entry into a Material Definitive Agreement.
Effective
July 19, 2007, Stratus Properties Inc.’s wholly owned subsidiary, Escarpment
Village, L.P., entered into a Purchase and Sale Agreement (Agreement) with
Christopher Investment Company, Inc. (Purchaser), under which we have agreed
to
sell the Escarpment Village Shopping Center, located in Austin, Texas, for
total
consideration of approximately $46.6 million. Purchaser has deposited
$0.5 million in an escrow account, which will be credited to the acquisition
price. Both parties have agreed to a review period during which
Purchaser has the right to inspect the property and conduct due diligence
and
may elect to terminate the Agreement. The Agreement contains
customary covenants, representations and warranties. Subject to
customary closing conditions, including Purchaser’s assumption of our $22.8
million loan from the Teachers Insurance and Annuity Association, the sale
is
expected to close during the third quarter of 2007.
SIGNATURE
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.
Stratus
Properties Inc.
By:
/s/
John E. Baker
----------------------------------------
John
E.
Baker
Senior
Vice President and
Chief
Financial Officer
(authorized
signatory and
Principal
Financial Officer)
Date: July
24, 2007