0001444838-13-000013.txt : 20130320 0001444838-13-000013.hdr.sgml : 20130320 20130320171041 ACCESSION NUMBER: 0001444838-13-000013 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130319 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130320 DATE AS OF CHANGE: 20130320 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: 13705662 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 lxpform8-k3xx13.htm 8-K LXP FORM 8-K 3.20.13


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): March 19, 2013

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 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)
        
Not Applicable
(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 obligation of the registrant under any of the following provisions (see General Instruction A.2.):

___    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))





Introductory Note

This Current Report on Form 8-K, which we refer to as this 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. All forward-looking statements 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, 2012 and our other filings with the Securities and Exchange Commission.  Copies of our filings with the Securities and Exchange Commission are available on our website at www.lxp.com. We have not incorporated by reference into this Current Report the information in, or that can be accessed through our website, and you should not consider any such information to be a part of this Current Report. All forward-looking statements included in this Current Report are based on information available as of the filing of this 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, except to the extent required by law.

Item 7.01. Regulation FD Disclosure.

On March 18, 2013, Lexington Realty Trust, which we refer to as the Trust, announced that the record date for (1) the quarterly dividend of $0.15 per share of the Trust's beneficial interest, par value $0.0001 per share, classified as common stock (NYSE:LXP), which we refer to as common shares, and (2) the quarterly dividend of $0.471875 per share of the Trust's 7.55% Series D Cumulative Redeemable Preferred Stock (NYSE:LXPPRD), which we refer to as the Series D Preferred Shares, which are each payable on or about April 15, 2013, would be March 29, 2013. Due to a New York Stock Exchange holiday, the Trust has corrected the record date for these quarterly dividends to March 28, 2013.

The Trust also announced a quarterly dividend of $0.8125 per share of the Trust's 6.50% Series C Cumulative Convertible Preferred Stock (NYSE:LXPPRC), which we refer to as the Series C Preferred Shares, which is payable on or about May 15, 2013 to shareholders of record of the Series C Preferred Shares as of April 30, 2013.

The information furnished pursuant to this “Item 7.01. Regulation FD Disclosure” shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing made by us under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in any such filing, except as shall be expressly set forth by specific reference in such a filing.

Item 8.01    Other Events.

On March 19, 2013, the Trust issued a press release announcing its intention to redeem all 6,200,000 shares of its Series D Preferred Shares on April 19, 2013. The Series D Preferred Shares will be redeemed at a redemption price of $25.00 per share, plus accumulated and unpaid dividends thereon up to and including the redemption date of April 19, 2013, in the amount of $0.099618 per share, and dividends on the Series D Preferred Shares called for redemption will cease to accrue on and after such date. The total redemption





consideration is expected to be $155,617,631.60. The accumulated and unpaid dividends of $0.099618 per Series D Preferred Share are in addition to the quarterly dividend of $0.471875 per Series D Preferred Share announced on March 18, 2013. A copy of the press release announcing the redemption of the Series D Preferred Shares is filed herewith as Exhibit 99.1 to this Current Report and is incorporated herein by reference solely for purposes of this Item 8.01 disclosure.

Item 9.01.    Financial Statements and Exhibits.

(d)    Exhibits

99.1    Press Release issued March 19, 2013.






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: March 20, 2013
By:
/s/ T. Wilson Eglin
 
 
T. Wilson Eglin
 
 
Chief Executive Officer





Exhibit Index


99.1    Press Release issued March 19, 2013.



EX-99.1 2 exhibit991-pressrelease320.htm PRESS RELEASE DATED MARCH 19, 2013 EXHIBIT 99.1 - PRESS RELEASE 3.20.13

 
LEXINGTON REALTY TRUST
TRADED: NYSE: LXP
ONE PENN PLAZA, SUITE 4015
NEW YORK, NY 10119-4015
Contact:
Investor or Media Inquiries, Patrick Carroll, CFO
Lexington Realty Trust
Phone: (212) 692-7200 E-mail: pcarroll@lxp.com

FOR IMMEDIATE RELEASE
March 19, 2013

LEXINGTON REALTY TRUST TO REDEEM ALL OUTSTANDING SHARES
OF ITS 7.55% SERIES D CUMULATIVE REDEEMABLE PREFERRED STOCK

New York, NY - March 19, 2013 - Lexington Realty Trust (NYSE:LXP) today announced that it intends to redeem all of the outstanding 6,200,000 shares of its 7.55% Series D Cumulative Redeemable Preferred Stock (NYSE:LXPPRD) on April 19, 2013 (the “Redemption Date”). Shares of 7.55% Series D Cumulative Redeemable Preferred Stock will be redeemed at a redemption price of $25.00 per share, plus accumulated and unpaid dividends up to and including the Redemption Date in the amount of $0.099618 per share, for a total redemption cost of $155,617,631.60. On or after the Redemption Date, after which dividends will cease to accrue, the only remaining rights of holders of shares of 7.55% Series D Cumulative Redeemable Preferred Stock will be to receive payment of the redemption price, plus accumulated and unpaid dividends up to and including the Redemption Date.
The notice of redemption and other materials relating to the redemption of shares of 7.55% Series D Cumulative Redeemable Preferred Stock will be mailed to holders of such shares on or about March 20, 2013. As will be specified in the notice of redemption, payment of the redemption price will be made only upon presentation and surrender of the certificates representing 7.55% Series D Cumulative Redeemable Preferred Stock to the redemption agent, Computershare Trust Company, N.A. If delivered by mail, certificates should be sent to 250 Royall Street, Canton, MA 02021, Attn: Corporate Actions. Questions relating to the notice of redemption of the 7.55% Series D Cumulative Redeemable Preferred Stock should be directed to Computershare Trust Company, N.A. at (800) 777-3674.
Lexington also declared a cash dividend of $0.8125 per share of Series C Cumulative Convertible Preferred Stock (“Series C Preferred Share”). The Series C Preferred Share dividend is payable on or about August 15, 2013, to shareholders of record of the Series C Preferred Shares as of July 31, 2013.

ABOUT LEXINGTON REALTY TRUST

Lexington Realty Trust owns, invests in and manages single-tenant office, industrial and retail properties leased to major corporations throughout the United States. Lexington also provides investment advisory and asset management services to investors in the single-tenant area. Lexington's common shares are traded on the New York Stock Exchange under the symbol “LXP”. Additional information about Lexington 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.



Lexington Realty Trust
Page 2 of 2

FORWARD-LOOKING STATEMENTS
This release contains certain forward-looking statements which involve known and unknown risks, uncertainties and other factors not under Lexington's control which may cause actual results, performance or achievements of Lexington to be materially different from the results, performance, or other expectations implied by these forward-looking statements. These factors include, but are not limited to, those factors and risks detailed in Lexington's periodic filings with the Securities and Exchange Commission. Lexington undertakes no obligation to publicly release the results of any revisions to those forward-looking statements which may be made to reflect events or circumstances after the occurrence of unanticipated events. Accordingly, there is no assurance that Lexington's expectations will be realized.

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