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) August 8, 2005
FIRST UNION REAL ESTATE EQUITY AND MORTGAGE INVESTMENTS
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(Exact Name of Registrant as Specified in Its Charter)
Ohio
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(State or Other Jurisdiction of Incorporation)
001-06249 34-6513657
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(Commission File Number) (I.R.S. Employer Identification No.)
7 Bulfinch Place, Suite 500, P.O. Box 9507, Boston, Massachusetts 02114
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(Address of Principal Executive Offices) (Zip Code)
(617) 570-4600
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(Registrant's Telephone Number, Including Area Code)
n/a
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(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 7.01 Regulation FD Disclosure
On August 8, 2005, the Registrant issued (i) a press release announcing
the entering into of an agreement to sell not less than 3,522,000 and not more
than 4,000,000 of its common shares of beneficial interest for a purchase price
of $4.00 per share to Vornado Realty Trust or its wholly-owned subsidiary, which
after giving effect to such sale, Vornado would hold approximately 9.9% of the
Registrant's outstanding common shares and (ii) a press release announcing the
entering into of certain agreements with Newkirk Realty Trust, Inc. The
transactions announced in these two press releases are more fully described in
the Press Releases which are attached hereto as Exhibits and the Registrant's
Quarterly Report on Form 10-Q for the period ended June 30 2005 which was filed
with the Securities and Exchange Commission on August 8, 2005 and is available
at the Registrant's website www.firstunion-reit.net or the public reference
facilities maintained by the Securities and Exchange Commission located at
Judiciary Plaza, Room 1024, 450 Fifth Street, N.W., Washington, D.C. 20549 and
at the Securities and Exchange Commission's website, www.sec.gov.
On August 9, 2005, the Registrant issued a press release announcing the
operating results for the three and six months ended June 30, 2005.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
99.1 Press Release, dated August 8, 2005 with respect to the Registrant's
sale of common shares to Vornado Realty Trust.
99.2 Press Release, dated August 8, 2005 with respect to the Registrant's
entering into of certain agreements with Newkirk Realty Trust, Inc.
99.3 Press Release, dated August 9, 2005 with respect to the Registrant's
earnings for the period ended June 30, 2005.
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 9th day of August, 2005.
FIRST UNION REAL ESTATE EQUITY AND
MORTGAGE INVESTMENTS
By: /s/ Michael L. Ashner
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Michael L. Ashner
Chief Executive Officer