-----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, VErMRQcdA7Ku/OHyDX+PQCHVeygqbptDdd7hbKTiZKmsdg6gQN4rYijhgwD3XlR7 KcglnDEVh1hWHqaqu3jqRw== 0001116679-08-001568.txt : 20080626 0001116679-08-001568.hdr.sgml : 20080626 20080626172926 ACCESSION NUMBER: 0001116679-08-001568 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080626 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080626 DATE AS OF CHANGE: 20080626 FILER: 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12386 FILM NUMBER: 08920188 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 8-K 1 lex8k-062608.htm PERIOD OF REPORT: JUNE 26, 2008 lex8k-062608.htm
 

 
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): June 26, 2008

LEXINGTON REALTY TRUST
(Exact Name of Registrant as Specified in Its Charter)

                                                        Maryland                                                        
(State or Other Jurisdiction of Incorporation)
 

 
                            1-12386                              
 
                            13-371318                             
(Commission File Number)
 
(I.R.S. Employer Identification No.)
 
One Penn Plaza, Suite 4015, New York, New York   
10119-4015
(Address of Principal Executive Offices)   
(Zip Code)
 
(212) 692-7200
(Registrant's Telephone Number, Including Area Code)

                                                        n/a                                                         
(Former Name or Former Address, if Changed Since Last Report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions
 
___
Written communications pursuant to Rule 425 under the Securities Act (17 CFT|R 230.425)
 
___
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
___
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

___
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 

 

Item 8.01.     Other Events.

On June 26, 2008, we agreed to sell, in a public offering, 3,000,000 of our common shares of beneficial interest, par value $0.0001 per share, at a public offering price of $14.00 per share, and we granted the underwriters an option to purchase up to an additional 450,000 common shares to cover over-allotments.

We intend to use the net proceeds of the offering, which we estimate to be approximately $41.0 million, plus additional cash currently held, to repurchase, pursuant to unsolicited offers, (1) $25.0 million original principal amount of The Lexington Master Limited Partnership’s 5.45% Exchangeable Guaranteed Notes due 2027 at a price plus accrued interest of $22.9 million, representing a 10.75% discount to the original principal amount, and (2) $67.8 million original principal amount of  trust preferred securities issued by our subsidiary, LXP Capital Trust I, at a price plus accrued interest of $43.5 million, representing a 37% discount to the original principal amount.

We have received trade confirmations for the repurchases disclosed above on June 26, 2008; however, we cannot assure you that such repurchases will be completed.  If we do not use all of the net proceeds of the common share offering to repurchase our debt securities, we expect to use the proceeds to make additional real property or debt investments that we may identify in the future or for general working capital purposes.

On June 26, 2008, we issued a press release announcing the pricing of the common share offering disclosed above.  A copy of the press release is attached as Exhibit 99.1 hereto.

Forward Looking Statements

This Current Report on Form 8-K (“Current Report”) contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Current Report that are not clearly historical in nature are forward-looking, and the words “intends,” “estimates,” "anticipate," "will," "expects," "plans," and similar expressions are generally intended to identify forward-looking statements. Examples of these forward-looking statements include, but are not limited to our plan to complete a public offering of common shares and the expected use of proceeds from that offering.  All forward- looking statements (including statements regarding the offering of our common shares and the expected use of proceeds) involve risks, uncertainties and contingencies, many of which are beyond our control, which may cause actual results, performance, or achievements to differ materially from anticipated results, performance or achievements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed under the headings "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2007, our Quarterly Report Form 10-Q for the quarter ended March 31, 2008, our Form 8-K filed with the Securities and Exchange Commission (“SEC”) on June 25, 2008 and our other filings with the SEC. Copies of

 
 

 
 

 
the periodic reports we file with the SEC are available on our website at www.lxp.com.  All forward-looking statements included in this Current Report are based on information available at the time of the filing of the Current Report. We are under no obligation to (and expressly disclaim any such obligation to) update or alter our forward-looking statements, whether as a result of new information, future events or otherwise.

Item 9.01.     Financial Statements and Exhibits.

(d)             Exhibits
 
 99.1
 
Press Release issued June 26, 2008 
 
 
 
 
 
 
 

 
 

 
 

 
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.

  Lexington Realty Trust  
     
     
Date: June 26, 2008 
By:
/s/ Patrick Carroll   
    Patrick Carroll   
    Chief Financial Officer   

 
 
 
 
 
 

 
 
 

 
 

 
Exhibit Index


 99.1
 
Press Release issued June 26, 2008 


 
 
 
 
 
 
 
 

EX-99.1 2 ex99-1.htm PRESS RELEASE ex99-1.htm
Exhibit 99.1
 
  Lexington Realty Trust
TRADED: NYSE: LXP
One Penn Plaza, Suite 4015                 
New York NY 10119-4015 
Contact at Lexington Realty Trust
T. Wilson Eglin, Chief Executive Officer
Investor or Media Inquiries
Phone: (212) 692-7200 E-mail: tweglin@lxp.com

FOR IMMEDIATE RELEASE
JUNE 26, 2008

LEXINGTON REALTY TRUST ANNOUNCES
PRICING OF PUBLIC OFFERING OF 3,000,000 COMMON SHARES

New York, NY – June 26, 2008 – Lexington Realty Trust (NYSE:LXP) today announced that it has agreed to sell 3,000,000 of its common shares of beneficial interest, par value $0.0001 per share, at a public offering price of $14.00 per share.  The sale of the common shares is expected to close on June 30, 2008.  Lexington has also granted the underwriters a 30-day option to purchase up to an additional 450,000 common shares to cover over-allotments, if any.

Net proceeds from the offering to Lexington, after deducting the underwriting discounts and expenses, will be approximately $41.0 million.  Lexington expects to use the net proceeds from this offering to repurchase a portion of its outstanding debt securities.  Wachovia Securities and Keefe, Bruyette & Woods are the underwriters for the offering. Wachovia Securities is the sole book-running manager for the offering.

A shelf registration statement (including a prospectus) relating to Lexington’s common shares has been filed under the Securities Act of 1933, as amended, and has been declared effective by the United States Securities and Exchange Commission (the “SEC”).  This registration statement, together with the other documents Lexington has filed with the SEC, can be obtained for free through the SEC’s website at www.sec.gov.  This offering is being made solely by means of the prospectus contained in Lexington’s shelf registration statement and a related preliminary prospectus supplement prepared by Lexington, copies of which may be obtained from Wachovia Capital Markets, LLC, 375 Park Avenue, New York, NY 10152-4077, equity.syndicate@wachovia.com, or by calling Wachovia Capital Markets, LLC at (800) 326-5897.  Before you invest, you should read carefully the prospectus in Lexington’s shelf registration statement, the preliminary prospectus supplement prepared by Lexington in connection with this offering and the other documents Lexington has filed with the SEC for more complete information about Lexington and this offering.

This press release does not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the shares referred to in this press release in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction.

ABOUT LEXINGTON REALTY TRUST

Lexington Realty Trust is a real estate investment trust that owns, invests in, and manages office, industrial and retail properties net-leased to major corporations throughout the United States and provides investment advisory and asset management services to investors in the net lease area. Lexington shares are traded on the New York Stock Exchange under the symbol "LXP". Additional information about Lexington is available on-line at http://www.lxp.com or by contacting Lexington Realty Trust, Investor Relations, One Penn Plaza, Suite 4015, New York, New York 10119-4015.

 
 

 
 
Lexington Realty Trust 
Page 2 of 2 
 

 
Forward Looking Statements

This release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this release that are not clearly historical in nature are forward-looking, and the words "anticipate," "will," "expects," "plans," and similar expressions are generally intended to identify forward-looking statements. Examples of these forward-looking statements include, but are not limited to Lexington’s plan to commence a public offering of its common shares and the expected use of proceeds from that offering.  All forward- looking statements (including statements regarding the offering of Lexington’s common shares and the expected use of proceeds) involve risks, uncertainties and contingencies, many of which are beyond Lexington’s control, which may cause actual results, performance, or achievements to differ materially from anticipated results, performance or achievements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed under the headings "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Risk Factors" in Lexington's 2007 Form 10-K, its Form 10-Q for the quarter ended March 31, 2008, its Form 8-K filed with the SEC on June 25, 2008 and its other filings with the SEC. Copies of the periodic reports Lexington files with the SEC are available on Lexington's website at www.lxp.com.  All forward-looking statements included in this news release are based on information available at the time of the release. We are under no obligation to (and expressly disclaim any such obligation to) update or alter our forward-looking statements, whether as a result of new information, future events or otherwise.

Source: Lexington Realty Trust




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