0001193805-14-001156.txt : 20140623 0001193805-14-001156.hdr.sgml : 20140623 20140603160255 ACCESSION NUMBER: 0001193805-14-001156 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140603 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140603 DATE AS OF CHANGE: 20140603 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Winthrop Realty Trust CENTRAL INDEX KEY: 0000037008 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 346513657 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06249 FILM NUMBER: 14887500 BUSINESS ADDRESS: STREET 1: 7 BULFINCH PLACE STREET 2: SUITE 500 PO BOX 9507 CITY: BOSTON STATE: MA ZIP: 02114 BUSINESS PHONE: 6175704614 MAIL ADDRESS: STREET 1: 7 BULFINCH PLACE STREET 2: SUITE 500 PO BOX 9507 CITY: BOSTON STATE: MA ZIP: 02114 FORMER COMPANY: FORMER CONFORMED NAME: FIRST UNION REAL ESTATE EQUITY & MORTGAGE INVESTMENTS DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FIRST UNION REALTY DATE OF NAME CHANGE: 19691012 8-K 1 e612376_8k-wrt.htm Unassociated Document
 
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 3, 2014
 
WINTHROP REALTY TRUST
(Exact Name of Registrant as Specified in Its Charter)
 
  Ohio  
 
(State or Other Jurisdiction of Incorporation)
 
 
001-06249   34-6513657
(Commission File Number)   (I.R.S. Employer Identification No.)
     
7 Bulfinch Place, Suite 500, P.O. Box 9507, Boston, Massachusetts 02114
(Address of Principal Executive Offices)  (Zip Code)
     
 
(617) 570-4614
 
(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

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFT|R 230.425)

x
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 June 3, 2014, Winthrop Realty Trust (the “Trust”) issued a press release announcing the meeting and record dates with respect to the special meeting of common shareholders at which it will seek approval of the plan of liquidation previously adopted by its Board of Trustees.  A copy of the press release is attached as Exhibit 99.1 hereto and incorporated by this reference.

Item 9.01   Financial Statements and Exhibits.

 
(c) 
Exhibits

 
99.1
Press Release dated June 3, 2014
 
 
 

 
 
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 on this 3rd day of June, 2014.
 
 
WINTHROP REALTY TRUST
 
       
 
By:
/s/ Michael L. Ashner  
   
Michael L. Ashner
 
   
Chairman and Chief Executive Officer
 
       
 
 
 
EX-99.1 2 e612376_ex99-1.htm Unassociated Document
 
Contact at Winthrop Realty Trust
Carolyn Tiffany
Investor or Media Inquiries
Phone: (617) 570-4614; e-mail: ctiffany@firstwinthrop.com

FOR IMMEDIATE RELEASE
June 3, 2014

 
WINTHROP REALTY TRUST SETS MEETING DATE FOR SHAREHOLDER VOTE ON PLAN OF LIQUIDATION


FOR IMMEDIATE RELEASE – BOSTON, June 3, 2014/ -- Winthrop Realty Trust (NYSE:FUR) (“Winthrop”) announced today that the special meeting of common shareholders at which it will seek approval of the plan of liquidation previously adopted by its Board of Trustees will be held on Tuesday, August 5, 2014 in New York City.  Holders of record of its common shares of beneficial interest at the close of business on June 19, 2014 will be entitled to vote at the special meeting.
_________________

About Winthrop Realty Trust

Winthrop, headquartered in Boston, Massachusetts, is a NYSE-listed real estate investment trust (REIT) focused on acquiring, owning, operating and investing in real property as well as real estate collateralized debt and REIT preferred and common stock.  For more information, please visit our web-site at www.winthropreit.com.

Additional Information and Where to Find It

This communication may be deemed to be solicitation material in respect of the proposed plan of liquidation of Winthrop.  In connection with the plan of liquidation, Winthrop intends to file a definitive proxy statement and other relevant materials with the Securities and Exchange Commission (“SEC”).  The definitive proxy statement will be sent or given to the holders of Winthrop’s common shares and will contain important information about Winthrop, the plan of liquidation and related matters.  SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT AND THOSE OTHER MATERIALS CAREFULLY AND IN THEIR ENTIRETY WHEN THEY ARE AVAILABLE, AS THEY WILL CONTAIN IMPORTANT INFORMATION THAT SHAREHOLDERS SHOULD CONSIDER BEFORE MAKING A DECISION ABOUT THE PLAN OF LIQUIDATION.  The proxy statement and other relevant materials (when they become available), and any other documents filed by Winthrop with the SEC, may be obtained, without charge, from the SEC’s website (www.sec.gov) or, without charge, from Winthrop by mail or online from Winthrop’s website at the Investor Relations section of www.winthropreit.com.
 
 
 

 
 
Participants in the Solicitation
 
Winthrop and its executive officers and trustees may be deemed to be participants in the solicitation of proxies from Winthrop shareholders with respect to the proposed plan of liquidation.  Information regarding any interests that the executive officers and trustees of Winthrop may have in the transaction will be set forth in the definitive proxy statement described above to be filed with the SEC.


“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995.  With the exception of the historical information contained in this news release, the matters described herein contain “forward-looking” statements that involve risk and uncertainties that may individually or collectively impact the matters herein described.  These are detailed from time to time in the “Risk Factors” section of the Company’s SEC reports.  Further information relating to the Company’s financial position, results of operations, and investor information is contained in the Company’s annual and quarterly reports filed with the SEC and available for download at its website www.winthropreit.com or at the SEC website www.sec.gov.