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):
August 10, 2005
VORNADO REALTY TRUST
(Exact Name of Registrant as Specified in Charter)
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Maryland
(State or Other
Jurisdiction of
Incorporation)
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No. 001-11954
(Commission
File Number)
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No. 22-1657560
(IRS Employer
Identification No.) |
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888 Seventh Avenue
New York, New York
(Address of Principal Executive offices)
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10019
(Zip Code) |
Registrant’s telephone number, including area code: (212) 894-7000
Former name or former address, if changed since last report: N/A
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 Instructions
A.2.):
o Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
o Soliciting material 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))
TABLE OF CONTENTS
Item 8.01 Other Events.
Public Offering of 9,000,000 Common Shares of Beneficial Interest by Vornado Realty Trust
On August 10, 2005, Vornado Realty Trust (the “Company”) issued and sold 9,000,000 of its common
shares of beneficial interest, par value $0.04 per share, at $86.75 per share in an underwritten
public offering pursuant to an effective registration statement. The Company has granted to
Citigroup Global Markets Inc., the underwriter of the public offering, an option for 30 days from
August 4, 2005 to purchase up to an additional 1,350,000 common shares to cover over-allotments. A
copy of the underwriting agreement is attached hereto as Exhibit 1.1 and incorporated herein by
reference. The press release issued in connection with this underwritten transaction is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
| 1.1 |
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Underwriting Agreement, dated August 4, 2005, among Vornado Realty Trust, Vornado Realty L.P.
and Citigroup Global Markets Inc. |
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Press Release, dated August 4, 2005 |