-----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, J6Vll2ug8n1PqubDk58F12frqUiWZywP9+MIqv3zO1ZnVP8rbLXzvuJO4X1Od8+t RJhQGYBfa3tk/82zUSb5kA== 0001444838-09-000077.txt : 20091016 0001444838-09-000077.hdr.sgml : 20091016 20091016132731 ACCESSION NUMBER: 0001444838-09-000077 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091016 ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091016 DATE AS OF CHANGE: 20091016 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: 091123026 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 form8k_stockdividend.htm FORM 8-K STOCK DIVIDEND

 

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): October 16, 2009

 

LEXINGTON REALTY TRUST

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Maryland

1-12386

13-3717318

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer Identification Number)

 

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)

 

___________________________________________________

  (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 CFR 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 3.02. Unregistered Sales of Equity Securities.

 

See “Adjustment to Exchange, Conversion and Redemption Rates,” which is incorporated by reference into this Item 3.02.

 

Item 8.01.

Other Events.

 

Adjustment to Exchange, Conversion and Redemption Rates

 

In connection with the quarterly common share dividend, which we refer to as the Quarterly Common Dividend, that was paid in a combination of (1) our shares of beneficial interest, par value $0.0001 per share, classified as common stock, which we refer to as common shares, and (2) cash on October 16, 2009 to common shareholders of record at the close of business on September 25, 2009, which we refer to as the Record Date, we issued 3,873,786 common shares on October 16, 2009.

 

As a result of the Quarterly Common Dividend, effective September 26, 2009, the exchange rate of our 5.45% Exchangeable Guaranteed Notes due 2027, which we refer to as the Notes, adjusted from an exchange rate of 49.6681 common shares per $1,000 principal amount of Notes, which was equivalent to an exchange price of approximately $20.13 per common share, to 51.3167 common shares per $1,000 principal amount of Notes, which is equivalent to an exchange price of approximately $19.49 per common share. This may result in up to approximately 152,747 additional common shares being issued upon exchange of the Notes.

 

As a result of the Quarterly Common Dividend, effective September 26, 2009, the conversion rate of our Series C Preferred Shares adjusted from a conversion rate of 2.3589 common shares per Series C Preferred Share, which was equivalent to a conversion price of approximately $21.20 per common share, to 2.4339 common shares per Series C Preferred Share, which is equivalent to a conversion price of approximately $20.54 per common share. This may result in up to approximately 157,149 additional common shares being issued upon conversion of the Series C Preferred Shares.

 

As a result of the Quarterly Common Dividend, effective September 26, 2009, the redemption factor (or conversion ratio) for all limited partners of LCIF, LCIF II and Net 3 was adjusted from approximately 1.09 to approximately 1.13, so that each OP Unit may be redeemed by the holder thereof for approximately 1.13 common shares. This may result in up to approximately 185,530 additional common shares being issued upon redemption of the OP Units.

 

Press Release

 

On October 16, 2009, we issued a press release relating to the Quarterly Common Dividend, including a description of the payment method and the impact on the Notes, the Series C Preferred Shares and the OP Units. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.

 


 

Item 9.01.

Financial Statements and Exhibits

 

 

(d)

Exhibits

 

 

99.1

Press release issued October 16, 2009

 

 

 

 


 

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: October 16, 2009

By:

/s/ T. Wilson Eglin

 

T. Wilson Eglin

 

Chief Executive Officer

 

 

 

 


 

Exhibit Index

 

 

99.1

Press release issued October 16, 2009

 

 

 

 

EX-99.1 2 pressrelease_4q09.htm 4Q 09 PRESS RELEASE - DIVIDEND INFORMATION

LEXINGTON REALTY TRUST TRADED: NYSE: LXP

ONE PENN PLAZA, SUITE 4015

NEW YORK NY 10119-4015

 

Contact:

Investor or Media Inquiries, T. Wilson Eglin, CEO

Lexington Realty Trust

Phone: (212) 692-7200 E-mail: tweglin@lxp.com

 

FOR IMMEDIATE RELEASE

October 16, 2009

 

LEXINGTON REALTY TRUST ANNOUNCES

DETAILS OF ITS COMMON SHARE DIVIDEND TO BE PAID ON OCTOBER 16, 2009

 

Related Adjustments to Exchangeable, Convertible and Redeemable Securities

 

New York, NY – October 16, 2009 – Lexington Realty Trust (“Lexington”) (NYSE:LXP), a real estate investment trust (REIT) focused on single-tenant real estate investments, announced today that its quarterly common share dividend in the amount of $0.18 per share to be paid on October 16, 2009 to common shareholders of record as of the close of business on September 25, 2009 will consist of approximately $2.1 million in cash (not including cash-in-lieu of fractional shares) and approximately 3.9 million common shares priced at $4.8781 per share. Holders of approximately 35.9 million common shares elected to receive the dividend in all common shares at a rate of approximately 0.0369 common shares per share. Holders of approximately 80.9 million common shares elected to receive the dividend in all cash or failed to make an election, and will receive approximately $0.0260 per share in cash (approximately 14.44%) and approximately $0.1540 per share in common shares (approximately 85.56%), or approximately 0.0316 common shares.

 

As a result of the quarterly common share dividend, effective September 26, 2009, the exchange rate of Lexington’s 5.45% Exchangeable Guaranteed Notes due 2027 adjusted from an exchange rate of 49.6681 common shares per $1,000 principal amount of notes, which was equivalent to an exchange price of approximately $20.13 per common share, to 51.3167 common shares per $1,000 principal amount of notes, which is equivalent to an exchange price of approximately $19.49 per common share.

 

In addition, as a result of the quarterly common share dividend, effective September 26, 2009, the conversion rate of Lexington’s Series C Cumulative Convertible Preferred Stock (the “Series C Preferred Shares”) adjusted from a conversion rate of 2.3589 common shares per Series C Preferred Share, which was equivalent to a conversion price of approximately $21.20 per common share, to 2.4339 common shares per Series C Preferred Share, which is equivalent to a conversion price of approximately $20.54 per common share.

 

Finally, as a result of the quarterly common share dividend, effective on September 26, 2009, the redemption factor (or conversion ratio) for all limited partners in Lexington’s three controlled operating partnership subsidiaries was adjusted from approximately 1.09 to approximately 1.13, so that each operating partnership unit may be redeemed by the holder thereof for approximately 1.13 common shares.

 

ABOUT LEXINGTON REALTY TRUST

 

Lexington Realty Trust is a real estate investment trust that owns, invests in and manages office, industrial and retail properties primarily 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

 


Lexington Realty Trust

Page 2 of 2

 

 

is available on-line at www.lxp.com or by contacting Lexington Realty Trust, Investor Relations, One Penn Plaza, Suite 4015, New York, New York 10119-4015.

 

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