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) November 19, 2019
WINTHROP REALTY LIQUIDATING 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
| ☐ | 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 November 19, 2019, the Trust’s trustees approved a liquidating distribution of $0.25 per common beneficial interest in the Trust payable in cash on November 27, 2019 to beneficial owners of record on November 20, 2019. The proceeds for such distribution were derived from the sale of the Trust’s Churchill, Pennsylvania property and a release of a portion of the Trust’s reserves. After giving effect to the sale of the Trust’s Churchill, Pennsylvania property the Trust’s sole remaining asset is its 50% ownership interest in its Atrium Mall property.
Also on November 19, 2019, the Trust issued a press release with respect to the distribution described in this Item 8.01. A copy of the Press Release is furnished as Exhibit 99.1 to this Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
| (c) | Exhibits |
| 99.1 | Press Release dated November 19, 2019. |
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 19th day of November, 2019.
| WINTHROP REALTY LIQUIDATING TRUST | ||
| By: | /s/ Michael L. Ashner | |
| Michael L. Ashner | ||
| Trustee | ||
Contact at Winthrop Realty Liquidating Trust
John Garilli
Investor or Media Inquiries
Phone: (617) 570-4614; e-mail: jgarilli@winthropcapital.com
FOR IMMEDIATE RELEASE
November 19, 2019
WINTHROP REALTY LIQUIDATING TRUST TO MAKE DISTRIBUTION OF $0.25 PER BENEFICIAL UNIT
FOR IMMEDIATE RELEASE – BOSTON, November 19, 2019/ -- Winthrop Realty Liquidating Trust (the "Trust") announced today that the Trust's trustees have approved a liquidating distribution of $0.25 per common beneficial unit in the Trust payable in cash on November 27, 2019 to holders of record on November 20, 2019. The distribution is being made from the proceeds received from the sale of its Churchill, Pennsylvania property and a release of cash reserves. The net proceeds received from the Churchill property are approximately $0.01 per beneficial interest less than the Trust’s estimated net assets in liquidation attributable to this asset at December 31, 2018.
Since August 5, 2014, the date on which Winthrop Realty Trust’s shareholders adopted its plan of liquidation, Winthrop Realty Trust and the Trust have disposed of all but one of its assets held on such date and paid, after giving effect to the distribution announced in this press release, total distributions per beneficial interest of $17.05. For a description of the Trust’s remaining asset please go to the Trust’s website, www.winthropreit.com on the Company Profile page.
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About Winthrop Realty Liquidating Trust
Winthrop Realty Liquidating Trust was formed to continue the liquidation process of remaining assets held by Winthrop Realty Trust at August 5, 2016. The Trust’s sole purpose is to continue to seek to sell these assets in an orderly fashion to maximize value to its beneficiaries. Subject to certain exceptions related to transfer by will, intestate succession or operation of law, interests in the Trust are not transferable, nor do beneficiaries have authority or power to sell or in any other manner dispose of their interest in the Trust. For more information about the Trust’s remaining asset, please visit our web-site at www.winthropreit.com.