SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K/A
Amendment No. 1
Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported) February 16, 2006
WINTHROP REALTY TRUST
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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) 570-4614
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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))
EXPLANATORY PARAGRAPH
This amendment is being filed to correct the address of one of the properties
acquired to 550-650 Warrenville Road, Lisle, Illinois. The address was
originally reported as 550-560 Warrenville Road, Lisle, Illinois
ITEM 2.01. Completion of Acquisition or Disposition of Assets.
On February 16, 2006, subsidiaries of Winthrop Realty Trust (the "Trust")
acquired from an unaffiliated third party three office buildings located at
550-650, 701 and 1050 Warrenville Road, Lisle, Illinois, a Chicago suburb. The
gross purchase price for the 550-650 and 701 properties (the "Wholly-Owned
Properties") was $31,750,000 and the purchase price for the 1050 property, which
was acquired in a joint venture with the Trust holding 60% and the balance held
by Marc Realty, a partner in a number of the Trust's Chicago area properties,
was $3,500,000. The three properties contain an aggregate of approximately
290,000 square feet of office space. The 550-560 and 701 properties, which
contain 236,200 square feet, are 97% occupied and the 1050 property is vacant.
The Trust incurred approximately $120,000 in closing costs with respect to
the Wholly-Owned Properties and its allocable share of approximately $31,600
with respect to the joint venture property. The purchase price was funded from
the Trust's reserves.
ITEM 7.01 Regulation FD Disclosure
On February 17, 2006, the Trust announced the transaction described in
Items 2.01 above. A copy of the press release is attached hereto as exhibit 99.
ITEM 8.01 Other Events
On February 10, 2006, the joint venture in which the Trust holds an 80%
interest and which owns an interest in the property and parking spaces located
at One East Erie, Chicago, Illinois obtained a non-recourse secured loan from
GMAC Commercial Mortgage Corporation, an unaffiliated third party lender. The
loan has an original principal amount of $21,600,000, bears interest at 5.75%,
and requires monthly debt service payments of interest only for the first two
years and then payments of principal and interest based on a 30-year
amortization schedule. The loan is schedule to mature on February 10, 2016 at
which time the outstanding principal balance is expected to be approximately
$18,859,000. The proceeds of the loan were used to satisfy the Trust's
$19,948,000 loan made with respect to this property and pay closing costs with
the balance being distributed to the joint venture partners including
approximately $1,265,000 to the Trust. As a result, the trust received an
aggregate of approximately $21,213,000.
ITEM 9.01 Financial Statements and Exhibits.
(c) Exhibits
99. Press Release dated February 17, 2006
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 17th day of February, 2006.
WINTHROP REALTY TRUST
By: /s/ Peter Braverman
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Peter Braverman
President