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):
December 9, 2010
MPG OFFICE TRUST, INC.
(Exact name of registrant as specified in its charter)
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Maryland (State or other jurisdiction of incorporation) | 001-31717 (Commission File Number) | 04-3692625 (IRS Employer Identification Number) |
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355 South Grand Avenue, Suite 3300 Los Angeles, California (Address of principal executive offices) | 90071 (Zip Code) |
(Registrant’ s telephone number, including area code)
213-626-3300
N/A
(Former name or former address, if changed since last report.)
Check the appropri ate 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:
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| £ | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| £ | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| £ | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| £ | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
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| | Item 7.01 | Regulation FD Disclosure. |
| | Item 8.01 | Other Events. |
| | Item 9.01 | Financial Statements and Exhibits. |
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| Signatures |
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| Exhibit 99.1 Press release dated December 10, 2010 regarding a special meeting of preferred stockholders |
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| Section 7 – Regulation FD |
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| Item 7.01 | Regulation FD Disclosure. |
As discussed in Item 8.01, we issued a press release regarding a special meeting of the holders of the Company's 7.625% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share.
The information being furnished pursuant to Item 7.01 shall not be deemed “filed” for any purpose, including 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. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.
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| Section 8 – Other Events |
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| Item 8.01 | Other Events. |
On December 9, 2010, the Company’s board of directors determined that a special meeting of Series A Preferred Stockholders will be held on Wednesday, February 2, 2011, at 8:00 am (local time), in Conference Room 3E at the offices of Latham & Watkins LLP, 355 South Grand Avenue, Los Angeles, California 90071. The record date for the purpose of determining the holders entitled to notice of, and to vote at, the special meeting is the close of business on December 20, 2010. A copy of the press release is furnished as Exhibit 99.1 herewith.
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| Section 9 – Financial Statements and Exhibits |
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| Item 9.01 | Financial Statements and Exhibits. |
(a) Financial statements of businesses acquired: None.
(b) Pro forma financial information: None.
(c) Shell company transactions: None.
(d) Exhibits:
The following exhibit is furnished with this Current Report on Form 8-K:
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| Exhibit No. | | Description |
| 99.1** | | Press release dated December 10, 2010 regarding a special meeting of preferred stockholders |
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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.
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| | MPG OFFICE TRUST, INC. Registrant |
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| | /s/ JONATHAN L. ABRAMS |
| | Jonathan L. Abrams Senior Vice President,
General Counsel and Secretary |
Dated: As of December 1 0, 2010
