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Vornado Realty Trust – ‘8-K’ for 4/15/97

As of:  Wednesday, 4/30/97   ·   For:  4/15/97   ·   Accession #:  950123-97-3675   ·   File #:  1-11954

Previous ‘8-K’:  ‘8-K’ on 4/8/97 for 4/3/97   ·   Next:  ‘8-K’ on 5/22/97 for 5/7/97   ·   Latest:  ‘8-K’ on 4/10/24 for 4/9/24   ·   1 Reference:  By:  Vornado Realty Trust – ‘10-K’ on 2/16/21 for 12/31/20

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

 4/30/97  Vornado Realty Trust              8-K:2,5,7   4/15/97   18:1.0M                                   RR Donnelley/FA

Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                        14     60K 
 2: EX-2.1      Agreement for Contribution of Interests               17     78K 
 3: EX-2.2      Agreement for Contribution of Interests               20     82K 
 4: EX-2.3      Agreement for Contribution of Interests               22     84K 
 5: EX-2.4      Agreement for Contribution of Interests               20     82K 
 6: EX-2.5      Agreement for Contribution of Interests               17     76K 
 7: EX-2.6      Agreement for Contribution of Interests               15     60K 
 8: EX-2.7      Agreement for Contribution of Interests               15     56K 
 9: EX-2.8      Contribution Agreement                                 3     13K 
10: EX-2.9      Assignment and Assumption Agreement                   10     27K 
11: EX-4.1      First Amended and Restated Agreement                  92    458K 
12: EX-10.1     Credit Agreement                                      72    250K 
13: EX-10.2     Registration Rights Agreement                         14     61K 
14: EX-10.3     Noncompetition Agreement                              32     77K 
15: EX-10.4     Employment Agreement                                  44    102K 
16: EX-99.1     Press Release Dated April 15, 1997                     1      9K 
17: EX-99.2     Press Release Dated April 18, 1997                     1      9K 
18: EX-99.3     Press Release Dated April 21, 1997                     1      8K 


8-K   —   Current Report
Document Table of Contents

Page (sequential) | (alphabetic) Top
 
11st Page   -   Filing Submission
2Item 1. Not Applicable
"Item 2. Acquisition or Disposition of Assets
"Mendik Transaction
3Item 5. Other Events
4Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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As filed with the Securities and Exchange Commission on April 30, 1997 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) April 15, 1997 VORNADO REALTY TRUST (Exact Name of Registrant as Specified in Its Charter) Maryland (State or Other Jurisdiction of Incorporation) 1-11954 22-1657560 (Commission File Number) (IRS Employer Identification No.) 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) Page 1 Exhibit Index on Page 13
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Item 1. Not Applicable. Item 2. Acquisition or Disposition of Assets. Mendik Transaction. ------------------- On April 15, 1997, Vornado Realty Trust (the "Company"), a real estate investment trust ("REIT") organized under the laws of the state of Maryland, consummated the acquisition, through an operating partnership, of interests in all or a portion of seven Manhattan office buildings (the "Mendik Properties") and certain management and leasing assets held by the Mendik Group (which means, as used herein, individually or collectively as the context may require, Bernard H. Mendik, David R. Greenbaum and the entities controlled by them, including Mendik Realty Company, Inc. and the subsidiaries and affiliates of such entities) and certain of its affiliates (the "Mendik Transaction"). Simultaneously with the closing of the Mendik Transaction, and in connection therewith, the Company converted to an Umbrella Partnership REIT (UPREIT) by transferring (by contribution, merger or otherwise) all or substantially all of the interests in its properties and other assets to The Mendik Company, L.P., a Delaware limited partnership which has been renamed Vornado Realty L.P. (the "Operating Partnership"), of which the Company is the sole general partner. As a result of such conversion, the Company's activities will be conducted through the Operating Partnership. The consideration for the Mendik Transaction was approximately $656 million, including $264 million in cash, $177 million in the limited partnership units of the Operating Partnership and $215 million in indebtedness. The Company financed the cash portion of the Mendik Transaction by means of a public offering of Series A Convertible Preferred Shares of Beneficial Interest, liquidation preference $50.00 per share. In connection with the Mendik Transaction, Bernard Mendik, the Chairman of the Board of Directors of Mendik Realty, has become Co-Chairman of the Board of Trustees and Chief Executive Officer of the Mendik Division of the Company. David Greenbaum has become President of the Mendik Division of the Company. Steven Roth continues as the Company's Chairman and Chief Executive Officer. At any time after a holding period of one year (or two years in the case of certain holders) following the consummation of the Mendik Transaction, holders of limited partnership Units (other than the Company) will have the right to have their Units redeemed in whole or in part by the Operating Partnership for cash equal to the fair market value, at the time of redemption, of one Common Share of the Company for each Unit redeemed or, at the option of the Company, one Common Share of the Company for each Unit tendered, subject to customary anti-dilution provisions (the "Unit Redemption Right"). In addition to the foregoing, during the period from the 91st day after the Mendik Transaction until the first anniversary of the Mendik Transaction, holders of Class E Units will have the right to have redeemed their Class E Units for cash at a 6% discount from the fair market value at the time of the redemption of one Common Share of the Company for each Unit redeemed. Beginning one year following the consummation of the Mendik Transaction, holders of Units Page 2
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may be able to sell Common Shares received upon the exercise of their Unit Redemption Right in the public market pursuant to a registration rights agreement with the Company (a copy of which is attached hereto as an exhibit and is incorporated herein by reference) or available exemptions from registration. No prediction can be made about the effect that future sales of such Common Shares will have on the market price for Common Shares. For a more detailed description of the Mendik Transaction, see the Company's Current Report on Form 8-K dated March 12, 1997 filed with the Securities and Exchange Commission on March 26, 1997. Items 3-4. Not Applicable. Item 5. Other Events. Term Loan. ---------- On April 15, 1997, the Operating Partnership, as borrower, the Company, as guarantor, and Union Bank of Switzerland, New York Branch ("UBS") entered into a Credit Agreement pursuant to which the Company borrowed $400,000,000. The loan bears interest at the rate of LIBOR plus .625% and matures, assuming exercise of extension options, on April 14, 1998. A copy of the Credit Agreement is attached as an exhibit hereto and is incorporated herein by reference. Puerto Rico Transactions. ------------------------- On April 18, 1997, the Company announced that it acquired The Montehiedra Town Center located in San Juan, Puerto Rico, from Kmart Corporation ("Kmart") for approximately $74 million, of which $63 million is newly-issued ten year indebtedness. The Montehiedra shopping center, which opened in 1994, contains 525,000 square feet, including a 135,000 square foot Kmart. In addition, the Company agreed to acquire Kmart's 50% interest in the Caguas Centrum Shopping Center, which is currently under construction, located in Caguas, Puerto Rico. This acquisition is expected to close in 1998. A copy of the Company's Press Release relating to this transaction is attached hereto as an exhibit and is incorporated herein by reference. Agreement to Purchase Mortgage. ------------------------------- On April 21, 1997, Tier-TMC Corp., a New York corporation (the "Purchaser"), entered into a Purchase Agreement (the "Purchase Agreement") with a bank pursuant to which the Purchaser agreed to acquire from such bank a mortgage loan secured by a mortgage on the office building located at 90 Park Avenue, New York, New York. The Purchaser executed the Purchase Agreement as nominee for the Company. The purchase price of the mortgage loan is $185 million. The mortgage loan, which is in default, has a face value of $193 million. The purchase is subject to approval by the loan participants and is expected to be completed during the second quarter of 1997. A copy of the Company's Press Release relating thereto is attached as an exhibit hereto and is incorporated herein by reference. Item 6. Not Applicable. Page 3
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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a) Financial Statements of Businesses Acquired. Not Applicable. (Financial Statements for the Mendik Properties were previously filed with the Company's Current Report on Form 8-K dated March 12, 1997 filed with the Securities and Exchange Commission on March 26, 1997.) (b) Pro Forma Financial Information. The following pro forma financial statements of the Company reflecting the Mendik Transaction are attached as Annex A: Annex Financial Statements A Condensed consolidated pro forma financial statements for the Company for the year ended December 31, 1996 Page 4
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(c) Exhibits Required by Item 601 of Regulation S-K. Exhibit No. Exhibit ----------- ------- 2.1 Agreement for Contribution of Interests in 1740 Broadway Investment Company, dated as of April 15, 1997, by and among, The Mendik Company, L.P., Mendik 1740 Corp. and Certain Partners of 1740 Broadway Investment Company 2.2 Agreement for Contribution of Interests in Eleven Penn Plaza Company, dated as of April 15, 1997, by and among, The Mendik Company, L.P., The Partners in M/F Associates, M/F Eleven Associates and M/S Associates and M/S Eleven Associates and Bernard H. Mendik 2.3 Agreement for Contribution of Interests in 866 UN Plaza Associates LLC, dated as of April 15, 1997, by and among, The Mendik Company, L.P., The Members of 866 UN Plaza Associates LLC and Bernard H. Mendik 2.4 Agreement for Contribution of Interests in M330 Associates, dated as of April 15, 1997, by and among, The Mendik Company, L.P., The Partners in M330 Associates and The Mendik Partnership, L.P. 2.5 Agreement for Contribution of Interests in 570 Lexington Investors, dated as of April 15, 1997, by and among, The Mendik Company, L.P., Mendik Realty Company and The Partners of 570 Lexington Investors 2.6 Agreement for Contribution of Interests in B&B Park Avenue L.P., dated as of April 15, 1997, by and among, The Mendik Company, L.P., Mendik RELP Corporation and The Partners of B&B Park Avenue L.P. 2.7 Agreement for Contribution of Interests in Two Penn Plaza Associates L.P., dated as of April 15, 1997, by and among, The Mendik Company, L.P., The Partners of Two Penn Plaza Associates L.P. and Bernard H. Mendik Page 5
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2.8 Contribution Agreement (Transfer of 99% of REIT Management Assets from Mendik/FW LLC to the Operating Partnership), dated as of April 15, 1997, between FW/Mendik REIT, L.L.C. and The Mendik Company, L.P. 2.9 Assignment and Assumption Agreement (Transfer of 1% Interest in REIT Management Assets and Third- Party Management Assets from Mendik/FW LLC to the Management Corporation), dated as of April 15, 1997, between FW/Mendik REIT, L.L.C. and Mendik Management Company, Inc. 4.1 First Amended and Restated Agreement of Limited Partnership of Vornado Realty L.P., dated as of April 15, 1997 10.1 Credit Agreement, dated as of April 15, 1997, between Vornado Realty L.P., as Borrower, Vornado Realty Trust, as General Partner and Union Bank of Switzerland (New York Branch), as Bank and Union Bank of Switzerland (New York Branch), as Administrative Agent 10.2 Registration Rights Agreement, dated as of April 15, 1997, between Vornado Realty Trust and the holders of Units listed on Schedule A thereto 10.3 Noncompetition Agreement, dated as of April 15, 1997, by and among Vornado Realty Trust, The Mendik Company, L.P., and Bernard H. Mendik 10.4 Employment Agreement, dated as of April 15, 1997, by and among Vornado Realty Trust, The Mendik Company, L.P., and David R. Greenbaum 99.1 Press release, dated April 15, 1997, of Vornado Realty Trust announcing its completion of the previously announced combination with the Mendik Company and certain of its affiliates 99.2 Press release, dated April 18, 1997, of Vornado Realty Trust, announcing its acquisition of The Montehiedra Town Center and its agreement to acquire a 50% interest in the Caguas Centrum Shopping Center Page 6
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99.3 Press release, dated April 21, 1997, of Vornado Realty Trust announcing its execution of an agreement to acquire a mortgage note secured by 90 Park Avenue Items 8-9. Not applicable. Page 7
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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 Dated: April 30, 1997 By: /s/ Joseph Macnow ------------------- Joseph Macnow Vice President -- Chief Financial Officer Page 8
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INDEX TO ANNEXES Annex Financial Statements ----- -------------------- A Condensed consolidated pro forma financial statements for the Company for the year ended December 31, 1996 Page 9
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Annex A CONDENSED CONSOLIDATED PRO FORMA FINANCIAL INFORMATION The unaudited condensed consolidated pro forma financial information set forth below presents (i) the condensed consolidated pro forma statement of income for the Company for the year ended December 31, 1996 as if the Mendik Transaction and certain related transactions were consummated and the offering of Series A Preferred Shares of Beneficial Interest, liquidation preference $50.00 per share (the "Offering") and the use of proceeds therefrom had occurred on January 1, 1996 and (ii) the condensed consolidated pro forma balance sheet of the Company as of December 31, 1996 as if the Mendik Transaction and certain related transactions were consummated and the Offering and the use of proceeds therefrom had occurred on December 31, 1996. The unaudited condensed consolidated pro forma financial information is not necessarily indicative of what the Company's actual results of operations or financial position would have been had the Mendik Transaction and related transactions been consummated and had the Offering and the use of proceeds therefrom occurred on the dates indicated, nor does it purport to represent the Company's results of operations or financial position for any future period. The unaudited condensed consolidated pro forma financial information should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 1996 and the financial statements of the significant entities involved in the Mendik Transaction previously included in the Company's Current Report on Form 8-K filed with the Commission on March 26, 1997. In management's opinion, all adjustments necessary to reflect the Mendik Transaction and the related transactions and the Offering and the use of proceeds therefrom have been made. CONDENSED CONSOLIDATED PRO FORMA BALANCE SHEET DECEMBER 31, 1996 (AMOUNTS IN THOUSANDS) [Enlarge/Download Table] HISTORICAL HISTORICAL PRO FORMA PRO FORMA VORNADO MENDIK ADJUSTMENTS COMPANY ---------- ----------- -------------- ------------ ASSETS: Real estate, net $ 246,249 $ 187,433 $ 390,950 (A) $ 824,632 Cash and cash equivalents 117,245 50,654 (263,721) (A) 129,270 (50,908) (A) 276,000 (B) Investment in and advances to Alexander's, Inc. 107,628 107,628 Investment in partnerships 19,863 19,863 Investment in Management Company 7,425 (A) 7,425 Officer's deferred compensation expense 22,917 22,917 Mortgage note receivable 17,000 17,000 Receivable arising from straight- lining of rents 17,052 42,219 (42,219) (A) 17,052 Other assets 37,113 42,855 (6,908) (A) 52,673 (17,718) (A) (2,669) (C) ========= ========= =========== ============= $ 565,204 $ 343,024 $ 290,232 $ 1,198,460 ========= ========= =========== ============= LIABILITIES: Notes and mortgages payable $ 232,387 $ 283,847 $ (5,000) (A) $ 399,222 (112,012) (A) Due for US Treasury Obligations 9,636 9,636 Deferred leasing fee income 8,373 8,373 Officer's deferred compensation payable 25,000 25,000 Negative investment in partnership 5,399 (5,399) (A) - Other liabilities 13,551 13,806 (314) (C) 27,043 --------- --------- ----------- ------------ 288,947 303,052 (122,725) 469,274 --------- --------- ----------- ------------ Minority interests -- -- 176,929 (A) 176,929 --------- --------- ----------- ------------ PREFERRED SHAREHOLDERS' EQUITY 276,000 (B) 276,000 COMMON SHAREHOLDERS' EQUITY 276,257 39,972 (39,972) (A) 276,257 --------- --------- ----------- ------------ 276,257 39,972 236,028 552,257 --------- --------- ----------- ------------ $ 565,204 $ 343,024 $ 290,232 $ 1,198,460 ========= ========= =========== ============
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[Enlarge/Download Table] CONDENSED CONSOLIDATED PRO FORMA INCOME STATEMENT FOR THE YEAR ENDED DECEMBER 31, 1996 (AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) HISTORICAL HISTORICAL PRO FORMA COMPANY VORNADO MENDIK ADJUSTMENTS PRO FORMA ---------- ---------- ----------- --------- REVENUES: Property rentals $87,424 $87,261 $7,071 (E) $181,712 (44)(C) Expense reimbursements 26,644 13,551 40,195 Other income 2,819 5,378 (5,378)(C) 2,819 ------- ------- -------- ------- 116,887 106,190 1,649 224,726 ------- ------- -------- ------- EXPENSES: Operating 36,412 46,691 (39)(C) 83,180 116 (H) Depreciation and amortization 11,589 14,133 (144)(C) 35,559 9,981 (F) General and administrative 5,167 6,783 (3,788)(C) 8,162 Amortization of officer's deferred compensation expense 2,083 2,083 ------- ------- -------- ------- 55,251 67,607 6,126 128,984 ------- ------- -------- ------- Operating income 61,636 38,583 (4,477) 95,742 Income applicable to Alexander's 7,956 7,956 Equity in net income of management companies 1,855 1,471 (C) 3,326 Equity in net income of investees 1,663 1,755 (I) 3,418 Interest income on mortgage note receivable 2,579 2,579 Interest and dividend income 3,151 2,536 (20)(C) 5,667 Interest and debt expense (16,726) (23,998) 9,016 (D) (31,708) Net gain on marketable securities 913 913 Minority interest (10,372)(J) (10,372) ------- ------- -------- ------- Net income 61,364 18,784 (2,627) 77,521 Preferred stock dividends -- -- (19,800)(G) (19,800) ------- ------- -------- ------- Net income applicable to common shareholders $61,364 $18,784 ($22,427) $57,721 ======= ======= ======== ======= Net income per share, based on 24,603,442 shares $2.49 $2.35 ======= ======= OTHER DATA: Funds from Operations (1): Net income applicable to common shareholders $61,364 $18,784 ($22,427) $57,721 Depreciation and amortization of real property 10,583 14,133 9,837 34,553 Straight-lining of property rent escalations (2,676) (1,783) (7,071) (11,530) Leasing fees received in excess of income recognized 1,805 1,805 Proportionate share of adjustments to income from equity investments to arrive at FFO (1,760) 2,747 (970) 17 ------- ------- -------- ------- $69,316 $33,881 ($20,631) $82,566 ======= ======= ======== ======= CASH FLOW PROVIDED BY (USED) IN: Operating activities 70,703 29,267 9,407 109,377 Investing activities 14,912 (8,262) (328,638) (321,988) Financing activities (15,046) (11,706) 270,209 243,457 ----------- (1) Funds from operations does not represent cash generated from operating activities in accordance with generally accepted accounting principles and is not necessarily indicative of cash available to fund cash needs. Funds from operations should not be considered as an alternative to net income as an indicator of the Company's operating performance or as an alternative to cash flows as a measure of liquidity. The Company's definition of funds from operations does not conform to the NAREIT definition because the Company deducts the effect of the straight-lining of property rentals for rent escalations.
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NOTES TO CONDENSED CONSOLIDATED PRO FORMA FINANCIAL STATEMENTS (A) The Mendik acquisition will be recorded under "purchase accounting" applying the provisions of Accounting Principles Board Opinion No. 16. The respective purchase costs will be allocated to acquired assets and assumed liabilities using their relative fair values as of the closing dates, based on valuations and other studies which are not yet complete. Accordingly, the excess of the purchase cost over the net assets acquired has not yet been allocated to individual assets and liabilities. However, the Company believes that the excess purchase price will be allocated principally to real estate. The purchase costs and preliminary allocation of the excess of cost over net assets acquired is as follows: (in thousands) [Download Table] Issuance of units of operating partnership $176,929 Cash paid directly associated with the Mendik acquisition: Acquisition of partnership interest $109,508 Cash used to reduce existing debt 112,012 Acquisition of Mendik management operations 7,425 Fees and expenses 26,607 Other 8,169 263,721 -------- -------- Purchase Price 440,650 -------- Pro forma net book value of assets acquired: Net book value of assets acquired per historical financial statements 39,972 Write-off of deferred assets: Receivable arising from the straight-lining of rents (42,219) Tenant acquisition costs (6,908) Deferred lease fees and loan costs (17,718) Cash not acquired (50,908) Cash used to reduce existing debt 112,012 Debt forgiven 5,000 Negative investment in partnerships 5,399 -------- Pro forma net book value of assets acquired 44,630 -------- Pro forma excess of purchase cost over net assets acquired $396,020 ======== Preliminary allocation of excess: Allocated to Mendik management operations $5,070 Allocated to real estate 390,950 -------- $396,020 ======== The total purchase price of $440,650 above excludes the following: Debt - wholly owned properties $166,262 - partially owned properties 49,279 215,541 -------- Purchase price, as above 440,650 -------- Total purchase price, including debt $656,191 ======== (B) Reflects proceeds from issuance of $3.25 Series A Convertible Preferred Offering of $287,500, net of underwriting discount of $11,500. (C) To reflect adjustments required to record the Company's investment in the Mendik management operations under the equity method of accounting. (D) Reflects decrease in interest expense and loan cost amortization resulting from the reduction and refinancing of debt. (E) To adjust rentals arising from the straight-lining of property rentals for rent escalations. (F) Increase in depreciation due to preliminary allocation of purchase price. (G) To reflect dividends at a rate of 6.50% plus amortization of the underwriting discount on the proportionate number of Series A Preferred Shares used to fund the acquisition. (H) Increase in operating expenses due to contract changes. (I) Increase in equity in investees, due to net decrease in interest expense on refinanced debt. (J) To reflect minority interest of 9.6% in the Operating Partnership.
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EXHIBIT INDEX ------------- Exhibit No. Exhibit ----------- ------- 2.1 Agreement for Contribution of Interests in 1740 Broadway Investment Company, dated as of April 15, 1997, by and among, The Mendik Company, L.P., Mendik 1740 Corp. and Certain Partners of 1740 Broadway Investment Company 2.2 Agreement for Contribution of Interests in Eleven Penn Plaza Company, dated as of April 15, 1997, by and among, The Mendik Company, L.P., The Partners in M/F Associates, M/F Eleven Associates and M/S Associates and M/S Eleven Associates and Bernard H. Mendik 2.3 Agreement for Contribution of Interests in 866 UN Plaza Associates LLC, dated as of April 15, 1997, by and among, The Mendik Company, L.P., The Members of 866 UN Plaza Associates LLC and Bernard H. Mendik 2.4 Agreement for Contribution of Interests in M330 Associates, dated as of April 15, 1997, by and among, The Mendik Company, L.P., The Partners in M330 Associates and The Mendik Partnership, L.P. 2.5 Agreement for Contribution of Interests in 570 Lexington Investors, dated as of April 15, 1997, by and among, The Mendik Company, L.P., Mendik Realty Company and The Partners of 570 Lexington Investors 2.6 Agreement for Contribution of Interests in B&B Park Avenue L.P., dated as of April 15, 1997, by and among, The Mendik Company, L.P., Mendik RELP Corporation and The Partners of B&B Park Avenue L.P. 2.7 Agreement for Contribution of Interests in Two Penn Plaza Associates L.P., dated as of April 15, 1997, by and among, The Mendik Company, L.P., The Partners of Two Penn Plaza Associates L.P. and Bernard H. Mendik
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2.8 Contribution Agreement (Transfer of 99% of REIT Management Assets from Mendik/FW LLC to the Operating Partnership), dated as of April 15, 1997, between FW/Mendik REIT, L.L.C. and The Mendik Company, L.P. 2.9 Assignment and Assumption Agreement (Transfer of 1% Interest in REIT Management Assets and Third- Party Management Assets from Mendik/FW LLC to the Management Corporation), dated as of April 15, 1997, between FW/Mendik REIT, L.L.C. and Mendik Management Company, Inc. 4.1 First Amended and Restated Agreement of Limited Partnership of Vornado Realty L.P., dated as of April 15, 1997 10.1 Credit Agreement, dated as of April 15, 1997, between Vornado Realty L.P., as Borrower, Vornado Realty Trust, as General Partner and Union Bank of Switzerland (New York Branch), as Bank and Union Bank of Switzerland (New York Branch), as Administrative Agent 10.2 Registration Rights Agreement, dated as of April 15, 1997, between Vornado Realty Trust and the holders of Units listed on Schedule A thereto 10.3 Noncompetition Agreement, dated as of April 15, 1997, by and among Vornado Realty Trust, The Mendik Company, L.P., and Bernard H. Mendik 10.4 Employment Agreement, dated as of April 15, 1997, by and among Vornado Realty Trust, The Mendik Company, L.P., and David R. Greenbaum 99.1 Press release, dated April 15, 1997, of Vornado Realty Trust announcing its completion of the previously announced combination with the Mendik Company and certain of its affiliates 99.2 Press release, dated April 18, 1997, of Vornado Realty Trust, announcing its acquisition of The Montehiedra Town Center and its agreement to acquire a 50% interest in the Caguas Centrum Shopping Center 99.3 Press release, dated April 21, 1997, of Vornado Realty Trust announcing its execution of an agreement to acquire a mortgage note secured by 90 Park Avenue

Dates Referenced Herein   and   Documents Incorporated by Reference

Referenced-On Page
This ‘8-K’ Filing    Date First  Last      Other Filings
4/14/98310-K405/A,  S-3
Filed on:4/30/9718DEF 14A
4/21/97314
4/18/97314
For Period End:4/15/97114
3/26/973108-K
3/12/97348-K
12/31/9641110-K405,  10-K405/A
1/1/9610
 List all Filings 


1 Subsequent Filing that References this Filing

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

 2/16/21  Vornado Realty Trust              10-K       12/31/20  156:26M
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