0000891836-13-000211.txt : 20130913 0000891836-13-000211.hdr.sgml : 20130913 20130913143712 ACCESSION NUMBER: 0000891836-13-000211 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130913 DATE AS OF CHANGE: 20130913 GROUP MEMBERS: VNK L.L.C. GROUP MEMBERS: VORNADO LXP LLC GROUP MEMBERS: VORNADO NEWKIRK L.L.C. GROUP MEMBERS: VORNADO REALTY L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LEXINGTON REALTY TRUST CENTRAL INDEX KEY: 0000910108 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 133717318 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-48181 FILM NUMBER: 131096136 BUSINESS ADDRESS: STREET 1: ONE PENN PLAZA STREET 2: SUITE 4015 CITY: NEW YORK STATE: NY ZIP: 10119 BUSINESS PHONE: (212) 692-7200 MAIL ADDRESS: STREET 1: ONE PENN PLAZA STREET 2: SUITE 4015 CITY: NEW YORK STATE: NY ZIP: 10119 FORMER COMPANY: FORMER CONFORMED NAME: LEXINGTON CORPORATE PROPERTIES TRUST DATE OF NAME CHANGE: 19980625 FORMER COMPANY: FORMER CONFORMED NAME: LEXINGTON CORPORATE PROPERTIES INC DATE OF NAME CHANGE: 19930816 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: VORNADO REALTY TRUST CENTRAL INDEX KEY: 0000899689 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 221657560 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 888 SEVENTH AVE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-894-7000 MAIL ADDRESS: STREET 1: 888 SEVENTH AVE CITY: NEW YORK STATE: NY ZIP: 10019 SC 13D/A 1 sc0141.htm AMENDMENT NO. 1 TO SCHEDULE 13D sc0141.htm
 
SECURITIES AND EXCHANGE COMMISSION
  
 
Washington, D.C. 20549
  
     
 
SCHEDULE 13D
  
 
Under the Securities Exchange Act of 1934
  
     
 
(Amendment No. 1)*
  
     
 
Lexington Realty Trust
  
 
(Name of Issuer)
  
     
 
Common Shares of Beneficial Interest, par value $0.0001 per share
  
 
(Title of Class of Securities)
  
     
 
529043101
  
 
(CUSIP Number)
  
     
 
Joseph Macnow
  
 
Executive Vice President – Finance and Chief Administrative Officer
  
 
Vornado Realty Trust
  
 
888 Seventh Avenue
  
 
New York, New York 10019
  
 
(212) 894-7000
  
 
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
  
     
 
With a copy to:
  
 
William G. Farrar
  
 
Sullivan & Cromwell LLP
  
 
125 Broad Street
  
 
New York, New York 10004
  
 
(212) 558-4000
  
     
 
September 13, 2013
  
 
(Date of Event Which Requires Filing of this Statement)
  

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. £

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

(Continued on following pages)

Page 1 of 11 Pages


 
 
 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

CUSIP No. 529043101
13D
Page 2 of 11 Pages

1
NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
 
Vornado Realty Trust          22-1657560
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
 
 
 
(a)  £
 
(b)  T
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
 
BK WC
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Maryland
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
18,468,969
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
18,468,969
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
18,468,969
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
 
 
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
8.5%(1)
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 
OO (real estate investment trust)

(1)           Based upon 216,379,335 Common Shares outstanding on August 5, 2013, as reported by Lexington Realty Trust on the cover page of its Form 10-Q for the period ended June 30, 2013.

Page 2 of 11 Pages

 
 
 

CUSIP No. 529043101
13D
Page 3 of 11 Pages

1
NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
 
Vornado Realty L.P.          13-3925979
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
 
 
 
(a)  £
 
(b)  T
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
 
BK WC
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
18,468,969
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
18,468,969
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
18,468,969
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
 
 
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
8.5%(1)
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 
PN

(1)           Based upon 216,379,335 Common Shares outstanding on August 5, 2013, as reported by Lexington Realty Trust on the cover page of its Form 10-Q for the period ended June 30, 2013.

Page 3 of 11 Pages

 
 
 

CUSIP No. 529043101
13D
Page 4 of 11 Pages

1
NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
 
Vornado LXP LLC          26-3608795
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
 
 
 
(a)  £
 
(b)  T
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
 
BK WC
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
0
8
SHARED VOTING POWER
 
 
 
9,148,946
9
SOLE DISPOSITIVE POWER
 
 
 
0
10
SHARED DISPOSITIVE POWER
 
 
 
9,148,946
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
9,148,946
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
4.2%(1)
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 
OO (limited liability company)

(1)           Based upon 216,379,335 Common Shares outstanding on August 5, 2013, as reported by Lexington Realty Trust on the cover page of its Form 10-Q for the period ended June 30, 2013.

Page 4 of 11 Pages

 
 
 

CUSIP No. 529043101
13D
Page 5 of 11 Pages

1
NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
 
Vornado Newkirk L.L.C.          22-3594286
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
 
 
 
(a)  £
 
(b)  T
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
 
 
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
 
8
SHARED VOTING POWER(1)
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 
OO (limited liability company)

(1)           Vornado Newkirk L.L.C., a wholly-owned subsidiary of Vornado Realty L.P., beneficially owns 1,359,684 Common Shares which represents 0.6% of the Common Shares of Lexington Realty Trust based upon 216,379,335 Common Shares outstanding on August 5, 2013, as reported by Lexington Realty Trust on the cover page of its Form 10-Q for the period ended June 30, 2013.

Page 5 of 11 Pages

 
 
 

CUSIP No. 529043101
13D
Page 6 of 11 Pages

1
NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
 
 
VNK L.L.C.          52-2412511
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
 
 
 
(a)  £
 
(b)  T
3
SEC USE ONLY
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
 
 
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
 
 
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
 
 
 
8
SHARED VOTING POWER(1)
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
 
 
 
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 
OO (limited liability company)

(1)           VNK L.L.C., a wholly-owned subsidiary of Vornado Realty L.P., beneficially owns 950,439 Common Shares which represents 0.4% of the Common Shares of Lexington Realty Trust based upon 216,379,335 Common Shares outstanding on August 5, 2013, as reported by Lexington Realty Trust on the cover page of its Form 10-Q for the period ended June 30, 2013.

Page 6 of 11 Pages

 
 
 


This Amendment No. 1 (this “Amendment”) amends and supplements the Schedule 13D filed by Vornado Realty Trust, a Maryland real estate investment trust, Vornado Realty L.P., a Delaware limited partnership, Vornado LXP LLC, a Delaware limited liability company, Vornado Newkirk L.L.C., a Delaware limited liability company and VNK L.L.C., a Delaware limited liability company on November 3, 2008 (the “Schedule 13D”), relating to the Common Shares of Beneficial Interest of Lexington Realty Trust, a Maryland real estate investment trust (the “Issuer”), par value $0.0001 per share (“Common Shares”).  All capitalized terms used in this Amendment and not otherwise defined herein have the meanings ascribed to such terms in the Schedule 13D.  The Schedule 13D is amended only with respect to those items listed below.

Item 2.
IDENTITY AND BACKGROUND

Item 2 of the Schedule 13D is hereby amended and supplemented by replacing Schedule I thereto with Schedule I hereto.

Item 4.
PURPOSE OF THE TRANSACTION

Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following information:

On September 13, 2013, Mr. Clifford Broser, Senior Vice President of Vornado Realty Trust, resigned as a Trustee of the Issuer.

Item 5.
INTEREST IN SECURITIES OF THE ISSUER

Item 5 of the Schedule 13D is hereby amended by deleting the first paragraph under Item 5 and replacing it with the following information:

(a) and (b). See the rows numbered 7, 8, 9, 10, 11 and 13 on each of pages 2, 3, 4, 5 and 6 of this Amendment, which are incorporated in this Item 5 by reference.















Page 7 of 11 Pages


 
 
 

SCHEDULE I

The following is a list of trustees and executive officers of Vornado Realty Trust, their residence or business address, their present principal occupation or employment and the name, principal business and address of any organization in which such employment is conducted.  All of the individuals listed below are citizens of the United States.

Name
Residence or Business Address
Present Principal Occupation or Employment
 
 
 
Steven Roth
(Trustee of Vornado)
Vornado Realty Trust
888 Seventh Avenue
New York, New York 10019
Chairman of the Board and Chief Executive Officer of Vornado, 888 Seventh Avenue, New York, New York 10019; Managing General Partner of Interstate Properties (“Interstate”), an owner of shopping centers and an investor in securities and partnerships, c/o Vornado Realty Trust, 888 Seventh Avenue, New York, New York 10019; Chief Executive Officer of Alexander’s Inc. since March 1995, a Director since 1989, and Chairman since May 2004, c/o Vornado Realty Trust, 888 Seventh Avenue, New York, New York 10019.
 
 
 
Candace K. Beinecke
(Trustee of Vornado)
c/o Vornado Realty Trust
(see address above)
Chairperson of Hughes Hubbard & Reed LLP, One Battery Park Plaza
New York, New York 10004-1482.
 
 
 
Michael D. Fascitelli
(Trustee of Vornado)
Vornado Realty Trust
(see address above)
 Trustee of Vornado Realty Trust, 888 Seventh Avenue, New York, New York 10019.
     
Robert P. Kogod
(Trustee of Vornado)
c/o Vornado Realty Trust
(see address above)
President of Charles E. Smith Management LLC, a private investment firm, 2345 Crystal Dr. Ste. 1101, Arlington, VA 22202 (11th Floor).
 
 
 
Michael Lynne
(Trustee of Vornado)
c/o Vornado Realty Trust
(see address above)
Principal of Unique Features, a motion picture company, 888 Seventh Avenue, New York, New York 10019 (Suite 1601).
 
 
 
David M. Mandelbaum
(Trustee of Vornado)
c/o Vornado Realty Trust
(see address above)
Member of the law firm of Mandelbaum & Mandelbaum, P.C., 80 Main Street, West Orange, New Jersey 07052; a general partner of Interstate (see details above).
 
 
 
Ronald G. Targan
(Trustee of Vornado)
c/o Vornado Realty Trust
(see address above)
President of Malt Products Corporation of New Jersey, a producer of malt syrup, 88 Market Street, Saddle Brook, New Jersey 07663.
 
 
 
Daniel R. Tisch
(Trustee of Vornado)
c/o Vornado Realty Trust
(see address above)
Managing Member of TowerView LLC, a private investment partnership, 500 Park Avenue, New York, New York 10022.
 
 
 
Richard R. West
(Trustee of Vornado)
c/o Vornado Realty Trust
(see address above)
Dean Emeritus, Leonard N. Stern School of Business, New York University, Henry Kaufman Management Center, 44 West Fourth Street, New York, New York 10012.
 
 
 
Russell B. Wight, Jr.
(Trustee of Vornado)
c/o Vornado Realty Trust
(see address above)
A general partner of Interstate (see details above).
 
 
 
Michael J. Franco
Vornado Realty Trust
(see address above)
Executive Vice President--- Co-Head of Acquisitions and Capital Markets of Vornado Realty Trust, 888 Seventh Avenue, New York, New York 10019.
 
 
 
David R. Greenbaum
Vornado Realty Trust
(see address above)
President of the New York Division of Vornado Realty Trust, 888 Seventh Avenue, New York, New York 10019.
 
 
 
Joseph Macnow
Vornado Realty Trust
(see address above)
Executive Vice President---Finance and Chief Administrative Officer of Vornado Realty Trust, 888 Seventh Avenue, New York, New York 10019.

Page 8 of 11 Pages


 
 
 


Robert Minutoli
Vornado Realty Trust
(see address above)
Executive Vice President---Retail of Vornado Realty Trust, 888 Seventh Avenue, New York, New York 10019.
 
 
 
Mitchell N. Schear
Vornado Realty Trust
(see address above)
President of Vornado/Charles E. Smith L.P. (Washington, DC division) of Vornado Realty Trust, 888 Seventh Avenue, New York, New York 10019.
 
 
 
Wendy Silverstein
 
Vornado Realty Trust
(see address above)
Executive Vice President---Co-Head of Acquisitions and Capital Markets of Vornado Realty Trust, 888 Seventh Avenue, New York, New York 10019.
 
 
 
Stephen Theriot
Vornado Realty Trust
(see address above)
Chief Financial Officer of Vornado Realty Trust, 888 Seventh Avenue, New York, New York 10019.

Page 9 of 11 Pages


 
 
 


SIGNATURE

After reasonable inquiry and to the best knowledge and belief of each Reporting Person, each Reporting Person certifies that the information set forth in this statement is true, complete and correct.

Dated:
September 13, 2013

 
VORNADO REALTY TRUST
       
       
 
By:
/s/ JOSEPH MACNOW
   
Name:
Joseph Macnow
   
Title:
Executive Vice President – Finance,
Chief Administrative Officer


 
VORNADO REALTY L.P.
         
 
By:
Vornado Realty Trust,
its general partner
         
   
By:
/s/ JOSEPH MACNOW
     
Name:
Joseph Macnow
     
Title:
Executive Vice President – Finance
Chief Administrative Officer


 
VORNADO LXP LLC
         
 
By:
Vornado Realty L.P.,
its sole member
         
   
By:
Vornado Realty Trust,
its general partner
         
     
By:
/s/ JOSEPH MACNOW
       
Name:
Joseph Macnow
       
Title:
Executive Vice President – Finance
Chief Administrative Officer










Page 10 of 11 Pages


 
 
 


 
VNK L.L.C.
         
 
By:
Vornado Realty L.P.,
its sole member
         
   
By:
Vornado Realty Trust,
its general partner
         
     
By:
/s/ JOSEPH MACNOW
       
Name:
Joseph Macnow
       
Title:
Executive Vice President – Finance
Chief Administrative Officer


 
VORNADO NEWKIRK L.L.C.
         
 
By:
Vornado Realty L.P.,
its sole member
         
   
By:
Vornado Realty Trust,
its general partner
         
     
By:
/s/ JOSEPH MACNOW
       
Name:
Joseph Macnow
       
Title:
Executive Vice President – Finance
Chief Administrative Officer























Page 11 of 11 Pages