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):

February 7, 2007


 

VORNADO REALTY TRUST

(Exact Name of Registrant as Specified in Charter)


 

Maryland

 

No. 001-11954

 

No. 22-1657560

(State or Other Jurisdiction

 

(Commission File Number)

 

(IRS Employer

of Incorporation)

 

 

 

Identification No.)

 

VORNADO REALTY L.P.
(Exact Name of Registrant as Specified in Charter)

 


 

Delaware

 

No. 000-22635

 

No. 13-3925979

(State or Other Jurisdiction

 

(Commission

 

(IRS Employer

of Incorporation)

 

File Number)

 

Identification No.)

 


 

888 Seventh Avenue

 

 

New York, New York

 

10019

(Address of Principal Executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (212) 894-7000

Former name or former address, if changed since last report: N/A


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 Instructions A.2.):

o

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

 

o

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

 

o

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

 

o

 

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 February 7, 2007, Vornado Realty Trust issued a press release announcing that it had terminated its fully-financed, definitive proposal to acquire Equity Office Properties Trust (NYSE: EOP).

The foregoing should be read in conjunction with the copy of the press release issued by Vornado Realty Trust on February 7, 2007 which is attached as Exhibit 99.1 hereto and incorporated herein by reference.

Item 9.01.         Financial Statements, Pro Forma Financial Information and Exhibits.

(d)

 

Exhibit.

 

 

 

 

 

 

 

 

 

99.1

 

Press Release, dated February 7, 2007.

 

2




 

 

 

SIGNATURE

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.

VORNADO REALTY TRUST

 

(Registrant)

 

 

 

 

 

 

 

By:

/s/ Joseph Macnow

 

Name:

Joseph Macnow

 

Title:

Executive Vice President - Finance and Administration and Chief Financial Officer

 

Date: February 7, 2007

SIGNATURE

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.

 

 

 

VORNADO REALTY L.P.

 

 

 

(Registrant)

 

 

 

 

 

 

 

 

By:

VORNADO REALTY TRUST,

 

 

 

 

Sole General Partner

 

 

 

 

 

 

 

 

By:

/s/ Joseph Macnow

 

 

 

Name:

Joseph Macnow

 

 

 

Title:

Executive Vice President - Finance and Administration and Chief Financial Officer

 

Date: February 7, 2007

 

3



 

 

 

Exhibit 99.1

210 Route 4 East

Paramus, NJ 07652

 

FOR IMMEDIATE RELEASE—FEBRUARY 07, 2007

Vornado terminates offer to buy Equity Office Properties

PARAMUS, NEW JERSEY — Vornado Realty Trust (NYSE: VNO) announced today that it has terminated its fully-financed, definitive proposal to acquire Equity Office Properties Trust (NYSE: EOP). Vornado concluded that the premium it would have to pay to top Blackstone’s latest bid, protected by a twice increased breakup fee, would not be in its shareholders’ interest.

Contact:

Investors:

 

Vornado Realty Trust

 

 

Joseph Macnow, 201-587-1000

 

 

 

 

 

 

Media:

 

Kekst and Company

 

 

Roanne Kulakoff, 212-521-4837

 

 

Wendi Kopsick, 212-521-4867