-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, F9JmRKmvAnwqzmcWnNYJeq/A/UYl5+6rp5qnaEZg5KwvTymPF866vlp1M7qmw5gf 6Bhi4GV9+lDaajzpHS0hdQ== 0000895345-99-000227.txt : 19990503 0000895345-99-000227.hdr.sgml : 19990503 ACCESSION NUMBER: 0000895345-99-000227 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19990430 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990430 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST UNION REAL ESTATE EQUITY & MORTGAGE INVESTMENTS CENTRAL INDEX KEY: 0000037008 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 346513657 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: SEC FILE NUMBER: 001-06249 FILM NUMBER: 99607298 BUSINESS ADDRESS: STREET 1: 55 PUBLIC SQUARE STREET 2: STE 1900 CITY: CLEVELAND STATE: OH ZIP: 44113 BUSINESS PHONE: 2167814030 MAIL ADDRESS: STREET 1: 55 PUBLIC SQUARE SUITE 1910 CITY: CLEVELAND STATE: OH ZIP: 44113 FORMER COMPANY: FORMER CONFORMED NAME: FIRST UNION REALTY DATE OF NAME CHANGE: 19691012 8-K/A 1 ========================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ----------------------------------- FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 -------------------------------------- Date of Report: April 30, 1999 First Union Real Estate Equity and Mortgage Investments (Exact name of registrant as specified in its charter) Ohio 1-6249 34-6513657 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of Identification Number) incorporation or organization) Suite 1900, 55 Public Square Cleveland, Ohio 44113-1937 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (216) 781-4030 - --------------------------------------------------------------------------- Former name or former address, if changed since last report Total number of pages in report: 3 ITEM 5. OTHER EVENTS First Union Real Estate Equity and Mortgage Investments (the "Company") has entered into amendments to its (1) Amended and Restated Credit Agreement, dated as of November 1, 1997, among the Company, First Union Management, Inc., the lenders party thereto, and National City Bank, as Administrative Agent for the lenders, (2) Fixed Rate Loan Agreement, dated as of August 11, 1998, among the Company, BankBoston, N.A., Wellsford Capital and Bankers Trust Company, as lenders, and Bankers Trust Company, as Agent for the lenders, and (3) Fixed Rate Loan Agreement, dated as of August 11, 1998, among the Company, Blackacre Bridge Capital, L.L.C., Gotham Partners, L.P., Gotham Partners III, L.P. and Elliott Associates, L.P., as lenders, and Bankers Trust Company, as Agent for the lenders. Copies of the amendments have been filed as Exhibits 99(a), 99(b) and 99(c) hereto. In connection with the Company's rights offering (the "Rights Offering") as described in the Company's Prospectus, dated April 13, 1999, as supplemented by the Prospectus Supplement, dated April 21, 1999, the Company has entered into a letter agreement with Gotham Partners, L.P., Gotham Partners III, L.P. and Gotham Partners International, Ltd. (collectively, "Gotham") that sets forth the terms of Gotham's agreement to act as a standby purchaser in the Rights Offering. Such terms include the Company's agreement to enter into a registration rights agreement with respect to the registration for resale of common shares purchased by Gotham in the Rights Offering. The Company has agreed to pay for the expenses relating to any such resale other than underwriting commissions, if any. A copy of the letter agreement has been filed as Exhibit 99(d) hereto. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. The following are filed as exhibits hereto: Exhibit No. Description ----------- ----------- 99(a) Amendment No. 3, dated as of March 1, 1999, to Amended and Restated Credit Agreement, dated as of November 1, 1997, among the Company, First Union Management, Inc., the lenders party thereto, and National City Bank, as Administrative Agent for the lenders.* 99(b) Second Amendment of Fixed Rate Loan Agreement, dated as of April 19, 1999, among the Company, BankBoston, N.A., Wellsford Capital and Bankers Trust Company, as lenders, and Bankers Trust Company, as Agent for the lenders.* 99(c) Second Amendment of Fixed Rate Loan Agreement, dated as of April 19, 1999, among the Company, Ableco Finance LLC, for its own account and as agent for the other lenders, Gotham Partners, L.P., Gotham Partners III, L.P. and Elliott Associates, L.P., as lenders, and Bankers Trust Company, as Agent for the lenders.* 99(d) Letter Agreement, dated April 19, 1999, among the Company, Gotham Partners, L.P., Gotham Partners III, L.P. and Gotham Partners International, Ltd. Previously filed and incorporated herein by reference from the Registrant's Current Report on Form 8-K filed on April 29, 1999.* - --------------- * Previously filed and incorporated herein by reference from the Registrant's Current Report on Form 8-K filed on April 29, 1999. SIGNATURES ---------- Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf of the undersigned hereunto duly authorized. First Union Real Estate Equity and Mortgage Investments ---------------------------------- (Registrant) Dated: April 30, 1999 By: /s/Gregory C. Scott -------------- ---------------------------------- Gregory C. Scott Controller -----END PRIVACY-ENHANCED MESSAGE-----