As filed with the Securities and Exchange Commission on April 1, 2008
Registration No. 333-119602
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 4
TO
FORM S-3
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
AMERICAN FINANCIAL REALTY TRUST
(Exact name of Registrant as specified in its governing instruments)
Maryland
| c/o Gramercy Capital Corp. 420 Lexington Avenue New York, New York 10170 (212) 297-1000 |
02-0604479
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(State or other jurisdiction of | (Address, including zip code, | (I.R.S. Employer |
Marc Holliday
President and Chief Executive Officer
c/o Gramercy Capital Corp.
420 Lexington Avenue
New York, New York 10170
(212) 297-1000
(Name, address, including zip code, and telephone number, including area code, of agent for service)
With copy to:
| Larry P. Medvinsky, Esq. |
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TERMINATION OF REGISTRATION
This Post-Effective Amendment No. 4 relates to the Registration Statement on Form S-3 (File No. 333-119602), as amended (the “Registration Statement”), of American Financial Realty Trust (“AFR”).
On April 1, 2008 (the “Effective Date”), pursuant to the terms of an Agreement and Plan of Merger, by and among Gramercy Capital Corp. (“Gramercy”), GKK Capital LP, GKK Stars Acquisition LLC, GKK Stars Acquisition Corp. (“Merger Sub”), GKK Stars Acquisition LP (“Merger Sub OP”), AFR and First States Group, L.P. (“AFR OP”), dated as of November 2, 2007, Merger Sub merged with and into AFR, with AFR becoming the surviving entity (the “Merger”).
In connection with the Merger, all of the securities registered pursuant to this Registration Statement that remain unissued are hereby removed from registration.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, and Rule 478 thereunder, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 4 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York, on April 1, 2008.
| AMERICAN FINANCIAL REALY TRUST | |
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| By: | /s/ Andrew S. Levine Name: Andrew S. Levine Title: Vice President and Secretary |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 4 to the Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
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| Date |
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/s/ Marc Holliday |
| Chief Executive Officer and President |
| April 1, 2008 |
Marc Holliday | ||||
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/s/ Gregory F. Hughes |
| Chief Credit Officer and Vice President |
| April 1, 2008 |
Gregory F. Hughes | ||||
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/s/ Andrew S. Levine |
| Vice President, Secretary and Trustee |
| April 1, 2008 |
Andrew S. Levine | ||||
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/s/ Andrew Mathias |
| Chief Investment Officer and Vice President |
| April 1, 2008 |
Andrew Mathias | ||||
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