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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
AUGUST 5, 2005
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Date of report (Date of earliest event reported)
ATLANTIC REALTY TRUST
(Exact name of registrant as specified in its charter)
MARYLAND 0-27562 13-3849655
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification Number)
747 THIRD AVENUE, NEW YORK, NY 10017
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(Address of principal executive offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE 212-702-8561
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Former name or former address, if changed since last report)
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ITEM 1.01. MATERIAL AGREEMENTS.
On August 5, 2005, Atlantic Realty Trust (the "Trust") reported that it
entered into a fourth amendment (the "Fourth Amendment") to the Indemnification
Agreement (the "Indemnification Agreement") the Trust entered into with Kimco
Realty Corporation ("Kimco") on March 28, 2005, pursuant to which the Trust
agreed to allow Kimco to conduct due diligence on the Hylan Plaza Shopping
Center, the primary asset of the Trust. The Indemnification Agreement was
entered into in connection with Kimco's bid to acquire the Hylan Plaza Shopping
Center from the Trust and provided that commencing on March 28, 2005 and for a
period of forty five (45) days thereafter (such period being referred to as the
"Exclusivity Period"), neither the Trust nor any of its representatives or
agents would engage in negotiations or discussions with any party other than
Kimco for the sale of the capital stock or assets of the Trust, including the
sale of the Hylan Plaza Shopping Center. Previous amendments extended the
Exclusivity Period to August 5, 2005 and the Fourth Amendment extends the
Exclusivity Period to August 26, 2005. While the Trust and Kimco have entered
into the Indemnification Agreement, the Trust has not as of the date hereof
accepted Kimco's offer to purchase the Hylan Center; therefore, there is no
assurance that Kimco and the Trust will enter into a definitive agreement in
respect thereto. Attached hereto and incorporated herein by reference as Exhibit
10.1 is the Fourth Amendment.
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.
ATLANTIC REALTY TRUST
Date: August 9, 2005 By: /S/ EDWIN R. FRANKEL
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Name: Edwin R. Frankel
Title: Executive Vice President,
Chief Financial Officer,
Secretary and Principal Financial
and Accounting Officer
EXHIBIT NUMBER DESCRIPTION
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10.1 Amendment 4 to the Indemnification Agreement dated as of
August 5, 2005 by and between Atlantic Realty Trust and Kimco
Realty Corporation.