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) March 20, 2006
NEWKIRK REALTY TRUST, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Maryland 1-32662 20-3164488
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification Number)
THE NEWKIRK MASTER LIMITED PARTNERSHIP
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 0-50268 11-3636084
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification Number)
7 Bulfinch Place, Suite 500, P.O. Box 9507, Boston, Massachusetts 02114
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (617) 570-4680
Former Name or Former Address, if Changed Since Last Report: N/A
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 2.01. Completion of Acquisition or Disposition of Assets.
On March 20, 2006, The Newkirk Master Limited Partnership (the "Operating
Partnership"), the operating partnership of Newkirk Realty Trust, Inc. (the
"Registrant"), acquired a $30,750,000 B Note secured by a 757,000 square foot
office building in Dallas, Texas presently net leased to JP Morgan Chase. The
loan, which has an initial interest rate of 8.67%, was acquired from Greenwich
Capital Financial Products, Inc. for a purchase price of $27,732,309 thereby
providing an effective yield to maturity to the Operating Partnership of 10.19%.
The loan requires payments of interest only and matures June 6, 2016. It is
anticipated that the Operating Partnership will finance approximately 70% of the
purchase price through a warehouse line of credit.
ITEM 8.01 Other Events.
The Registrant issued a press release on March 21, 2006 to report, in
addition to the transaction disclosed in Item 2.01 of this Current Report on
Form 8-K, the following recently completed transactions:
o The entering into of a ten-year lease extension with Raytheon Company
commencing on January 1, 2009 for approximately 345,000 square feet of
office space and 63% of the parking structure relating thereto located in
El Segundo, California. In connection with the lease extension, the tenant
is obligated to pay annual rent of $4,921,000 from January 2009 through
December 2013, increasing to $5,267,000 for the period from January 2014
to December 2018. The property owner, which is 53% owned by the Operating
Partnership, is required to provide the tenant with $21.5 million in
tenant improvement allowances and rent concessions over the next forty
months;
o The acquisition of two warehouse/distribution centers comprising 240,000
square feet for a purchase price of $10,550,000. The properties are
currently leased on a long-term basis to subsidiaries of Jacobsen
Companies, a leading third party warehousing company.
o The acquisition of a $3,308,823 participation interest in a $18,750,000
mezzanine loan and a $11,691,176 participation interest in a $66,500,000
mezzanine loan, both of which are secured by the ownership interests in
entities owning fee title to retail stores net leased to Toys R Us. Both
participation interests entitle the Operating Partnership to payments at
rate of LIBOR plus 175 basis points and the underlying mezzanine loans
mature on August 9, 2007, subject to three one year extensions. It is
anticipated that the Operating Partnership will finance approximately 70%
of the purchase price through a warehouse line of credit.
A copy of the press release is attached hereto as Exhibit 99.1.
In addition, the Registrant announced on March 17, 2006, that it had
declared a quarterly cash dividend of $0.40 per share, payable on April 14, 2006
to shareholders of record on March 31, 2006. A copy of the press release is
attached hereto as Exhibit 99.2.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
99.1 Press Release dated March 21, 2006
99.2 Press Release dated March 17, 2006.
SIGNATURE
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 22nd day of March, 2006.
NEWKIRK REALTY TRUST, INC.
By: /s/ Peter Braverman
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Peter Braverman
President
SIGNATURE
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 22nd day of March, 2006.
THE NEWKIRK MASTER LIMITED PARTNERSHIP
By: Newkirk Realty Trust, Inc.
By: /s/ Peter Braverman
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Peter Braverman
President