-----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, WGgtt89Fnm1W/6O7G8PKhKzELoWC9utHW6Ou4ZLRBXoFJIzbXEQoq1gJkvkjlB09 9hCvtTfbUzuktAbT0pU1SQ== 0000950152-98-003155.txt : 19980410 0000950152-98-003155.hdr.sgml : 19980410 ACCESSION NUMBER: 0000950152-98-003155 CONFORMED SUBMISSION TYPE: DEFR14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980409 SROS: NONE 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: DEFR14A SEC ACT: SEC FILE NUMBER: 001-06249 FILM NUMBER: 98591108 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 DEFR14A 1 FIRST UNION REAL ESTATE REVISED DEFINITIVE PROXY 1 ================================================================================ SCHEDULE 14A (RULE 14a) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) [X] Definitive Proxy Statement [ ] Definitive Additional Materials [ ] Soliciting Material Pursuant to sec.240.14a-11(c) or sec.240.14a-12
FIRST UNION REAL ESTATE EQUITY AND MORTGAGE INVESTMENTS (NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) (NAME OF PERSON(S) FILING PROXY STATEMENT, IF OTHER THAN THE REGISTRANT) Payment of Filing Fee (Check the appropriate box): [X] No fee required. [ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: ....... (2) Aggregate number of securities to which transaction applies: .......... (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): ............ (4) Proposed maximum aggregate value of transaction: ...................... (5) Total fee paid: ....................................................... [ ] Fee paid previously with preliminary materials. [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: ............................................... (2) Form, Schedule or Registration Statement No.: ......................... (3) Filing Party: ......................................................... (4) Date Filed: ........................................................... ================================================================================ 2 The following table sets forth, according to publicly available information on file with the Securities and Exchange Commission (the "Commission") as of the dates indicated, information concerning each person known by First Union to be the beneficial owner of more than 5% of the Shares of First Union:
AMOUNT AND NATURE NAME AND ADDRESS OF OF BENEFICIAL PERCENT OF BENEFICIAL OWNER OWNERSHIP CLASS ---------------- --------- ----- Franklin Resources, Inc. 2,900,418 (1) 9.18% 777 Mariners Island Blvd. San Mateo, CA 94404 Charles B. Johnson 777 Mariners Island Blvd. San Mateo, CA 94404 Rupert H. Johnson 777 Mariners Island Blvd. San Mateo, CA 94404 Franklin Mutual Advisors, Inc. 51 John F. Kennedy Parkway Short Hills, NJ 07078 Franklin Mutual Series Fund, Inc. 51 John F. Kennedy Parkway Short Hills, NJ 07078 Gotham Partners, L.P. 2,920,300 (2) 9.24% Gotham Partners II, L.P. Gotham International Advisors, L.L.C. 110 East 42nd St. New York, New York 10017 Apollo Real Estate Investment Fund II, L.P. 2,135,987 (3) 6.76% Apollo Real Estate Advisors II, L.P. 1301 Avenue of the Americas New York, New York 10019 Stephen Feinberg 1,602,327 (4) 5.07% Cerberus Partners L.P. Cerberus International Ltd. Ultra Cerberus Fund, Ltd. Certam Private Funds 450 Park Avenue, 28th Floor New York, New York 10022
(1) The information regarding this holder, together with information on the holdings of Franklin Mutual Advisors, Inc. ("FMAI"), Franklin Mutual Series Fund, Inc., Charles B. Johnson and Rupert H. Johnson, was received by First Union through the filing of a Schedule 13D with the Commission on or about February 23, 1998. Collectively, the persons reported in such Schedule 13D filing may be deemed to own beneficially an aggregate of 2,900,418 Shares. FMAI has sole voting and dispositive power with respect to such Shares. (2) The information regarding this holder was received by First Union through the filing of a Schedule 13D filed with the Commission on April 1, 1998. (3) The information regarding this holder was received by First Union through the filing with the Commission of a Schedule 13D, as amended through March 5, 1998. (4) The information regarding this holder was received by First Union through the filing with the Commission of a Schedule 13D on February 17, 1998. 9 -----END PRIVACY-ENHANCED MESSAGE-----