Vornado Realty Trust – ‘8-K’ for 11/12/98

As of:  Monday, 11/30/98   ·   For:  11/12/98   ·   Accession #:  950123-98-10357   ·   File #:  1-11954

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Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Form 8-K Re: Vornado Realty Trust                      4     16K 
 2: EX-3.1      Articles Supplementary to Declaration of Trust        13     41K 
 3: EX-3.2      Third Amendment to Agmt. of Limited Partnership       26    131K 
 4: EX-99.1     Press Release                                          1      7K 

8-K   —   Form 8-K Re: Vornado Realty Trust
Document Table of Contents

8-K
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 As filed with the Securities and Exchange Commission on November 30, 1998
                                                         Exhibit Index on Page 4

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): November 12, 1998             

Commission File Number: 1-11954                                                 

VORNADO REALTY TRUST
(Exact name of registrant as specified in its charter)

                                                                [Download Table]

                                                                        
                  MARYLAND                             22-1657560       
(State or other jurisdiction of incorporation)      (I.R.S. employer    
                                                  identification number)

PARK 80 WEST, PLAZA II, SADDLE BROOK, NEW JERSEY          07663         
   (Address of principal executive offices)            (Zip Code)       

(201) 587-1000
(Registrant's telephone number, including area code)

 N/A
 (Former name or former address, if changed since last report)

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ITEMS 1 - 4.  NOT APPLICABLE.                                                   

ITEM 5.  OTHER EVENTS.                                                          

ISSUANCE OF SERIES D-1 PREFERRED UNITS BY VORNADO REALTY L.P.                   

                 On November 12, 1998, Vornado Realty L.P., a Delaware limited
partnership through which Vornado Realty Trust conducts its business (the       
"Operating Partnership"), sold $60 million of Series D-1 Preferred Units of     
limited partnership interest in the Operating Partnership (the "Series D-1      
Preferred Units") to an institutional investor in a private placement, resulting
in net proceeds of approximately $58.5 million. The Series D-1 Preferred Units  
are perpetual and may be redeemed without penalty in whole or in part by the    
Operating Partnership at any time on or after November 12, 2003 for cash equal  
to $25 per Series D-1 Preferred Unit and any accumulated and unpaid             
distributions owing in respect of the Series D-1 Preferred Units being redeemed.
At any time on or after November 12, 2008, or earlier upon the occurrence of    
certain events, holders of Series D-1 Preferred Units will have the right to    
have their Series D-1 Preferred Units redeemed by the Operating Partnership for 
(i) cash equal to $25 for each Series D-1 Preferred Unit and any accumulated and
unpaid distributions owing in respect of the Series D-1 Preferred Units being   
redeemed or (ii) at the option of Vornado Realty Trust, one Series D-1 8.5%     
Cumulative Redeemable Preferred Share of Beneficial Interest, no par value (the 
"Series D-1 Preferred Shares"), of Vornado Realty Trust for each Series D-1     
Preferred Unit redeemed. The Series D-1 Preferred Shares will be perpetual and  
will be redeemable at the option of Vornado Realty Trust at any time on and     
after November 12, 2003 for cash equal to $25 per Series D-1 Preferred Share    
plus dividends accumulated and unpaid prior to the date of redemption. No Series
D-1 Preferred Shares are now outstanding. Vornado Realty Trust and the purchaser
of the Series D-1 Preferred Units have entered into a registration rights       
agreement with respect to the Series D-1 Preferred Shares that may be issued    
upon redemption of Series D-1 Preferred Units.                                  

ITEM 6.  NOT APPLICABLE.                                                        

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.    

        The following exhibits are furnished in accordance with the provisions
of Item 601 of Regulation S-K:                                                  

                                                                [Download Table]

Exhibit No.  Description                                                     
-----------  -----------                                                     
                                                                             
3.1          Articles Supplementary to Declaration of Trust of Vornado Realty
             Trust with respect to the Series D-1 Preferred Shares           

3.2          Third Amendment to Second Amended and Restated Agreement of     
             Limited Partnership of Vornado Realty L.P., dated as of November

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                                                                [Download Table]

                                                                    
      12, 1998                                                      

99.1  Press Release of Vornado Realty Trust, dated November 12, 1998

ITEMS 8 AND 9.  NOT APPLICABLE.                                                 

SIGNATURES

      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.                                           

                  VORNADO REALTY TRUST
                  (Registrant)

                     By:  /s/ Irwin Goldberg
                                           -----------------------------------
                            Name: Irwin Goldberg
                               Title:  Vice President,
                                                 Chief Financial Officer

Date:  November 30, 1998                                                        

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 Index to Exhibits

                                                                [Download Table]

Exhibit No.  Description                                                     
-----------  -----------                                                     
                                                                             
3.1          Articles Supplementary to Declaration of Trust of Vornado Realty
             Trust with respect to the Series D-1 Preferred Shares           

3.2          Third Amendment to Second Amended and Restated Agreement of     
             Limited Partnership of Vornado Realty L.P., dated as of November
             12, 1998                                                        

99.1         Press Release of Vornado Realty Trust, dated November 12, 1998  

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Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-K’ Filing		Date		First		Last			Other Filings
		11/12/08		2					SC 13D
		11/12/03		2					4
Filed on:		11/30/98		1		3
For Period End:		11/12/98		1		4			10-Q,  8-K/A
									List all Filings

6 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/01/24  Vornado Realty Trust              S-3ASR      4/01/24   12:1.5M
 2/12/24  Vornado Realty Trust              10-K       12/31/23  151:23M
 2/13/23  Vornado Realty Trust              10-K       12/31/22  154:25M
 2/14/22  Vornado Realty Trust              10-K       12/31/21  155:28M
 4/01/21  Vornado Realty Trust              S-3ASR      4/01/21   11:1.4M
 2/16/21  Vornado Realty Trust              10-K       12/31/20  156:26M