LEXINGTON REALTY TRUST (NYSE:LXP) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.
| Entry into a Material Definitive Agreement. |
On November 23, 2016, in connection with the Lexington Realty
Trusts (the Trust) effective shelf registration
statement on Form S-3 (File No. 333-206411) that was filed with
the Securities and Exchange Commission on August 14, 2015 (the
Registration Statement), the Trust filed a
prospectus supplement (the ATM Prospectus
Supplement) covering the sale of up to $88,116,012
aggregate offering price of shares of beneficial interest
classified as common stock of the Trust, par value $0.0001 per
share ( Common Shares), $63,116,012 of which
were previously covered by a prior registration statement and
$25,000,000 of which are newly authorized. Prior to the date of
the ATM Prospectus Supplement, the Trust had sold Common Shares
having an aggregate offering price of approximately $36,883,988
under a prior registration statement.
Also in connection with the filing of the ATM Prospectus
Supplement, on November 23, 2016, the Trust and Lepercq Corporate
Income Fund L.P. (the Operating Partnership)
entered into separate amendments to each of the two Equity
Distribution Agreements (as amended, collectively, Equity
Distribution Agreements) previously entered into by the
Trust and the Operating Partnership on January 11, 2013 with each
of Jefferies Company Inc. and KeyBanc Capital Markets Inc. (each
a Sales Agent) in connection with the ATM
Program to sell the Securities from time to time through an at
the market equity offering program (the ATM
Program). Under the ATM Program, Jefferies LLC, as
successor to Jefferies Company Inc., and KeyBanc Capital Markets
Inc. will act as sales agents (the Sales
Agents).
The amendments to the Equity Distribution Agreements reflect,
among other things, following the date thereof, the Registration
Statement and the ATM Prospectus Supplement and an increase in
the aggregate offering price of the Common Shares as described
above. to the Equity Distribution Agreements, the Securities may
be offered and sold through any of the Sales Agents in negotiated
transactions or transactions that are deemed to be at the market
offerings as defined in Rule 415 under the Securities Act of
1933, as amended, including sales made by means of ordinary
brokers transactions, including directly or on the New York Stock
Exchange, or sales made to or through a market maker other than
on an exchange, at prices related to the prevailing market prices
or at negotiated prices. Each Sales Agent will be entitled to
compensation of up to 2.00% of the gross sales price per share
for any Securities sold through it as the Trusts and the
Operating Partnerships sales agent.
Copies of the Equity Distribution Agreements are attached as
Exhibits 1.1 and 1.2 to the Trusts Current Report on Form 8-K
filed on January 14, 2013 and are incorporated by reference
herein. Copies of the amendments to the Equity Distribution
Agreements are attached as Exhibits 1.1, and 1.2 to this Current
Report on Form 8-K and are incorporated by reference herein. The
foregoing descriptions of the Equity Distribution Agreements are
qualified in their entirety by reference to the full text of the
Equity Distribution Agreements.
| Item 8.01. | Other Events. |
On November 23, 2016, Venable LLP delivered its legality opinion
with respect to the Securities, a copy of which is attached
hereto as Exhibit 5.1 and is incorporated herein by reference.
On November 23, 2016, Paul Hastings LLP delivered its opinion
with respect to certain matters related to the Securities, a copy
of which is attached hereto as Exhibit 8.1 and is incorporated
herein by reference.
Item 9.01Financial Statements and Exhibits.
(d)Exhibits
| 1.1 |
First Amendment to Equity Distribution Agreement, dated as of November 23, 2016, among the Trust and the Operating Partnership, on the one hand, and Jefferies LLC, on the other hand. |
| 1.2 |
First Amendment to Equity Distribution Agreement, dated as of November 23, 2016, among the Trust and the Operating Partnership, on the one hand, and KeyBanc Capital Markets Inc., on the other hand. |
| 5.1 | Opinion of Venable LLP. |
| 8.1 | Opinion of Paul Hastings LLP regarding tax matters. |
| 23.1 | Consent of Venable LLP (included in Exhibit 5.1). |
| 23.2 | Consent of Paul Hastings LLP (included in Exhibit 8.1). |
About LEXINGTON REALTY TRUST (NYSE:LXP)
Lexington Realty Trust is a self-managed and self-administered real estate investment trust (REIT). The Company owns a portfolio of equity and debt investments in single-tenant properties and land. The Company’s segment is single-tenant real estate assets. The Company also provides investment advisory and asset management services to investors in the single-tenant area. The Company has equity ownership interests in approximately 215 consolidated real estate properties, located in over 40 states and containing an aggregate of approximately 42.3 million square feet of space, approximately 96.8% of which was leased. The properties in which the Company has an interest are leased to tenants in various industries, including service, automotive, technology, transportation and logistics, and finance and insurance. LEXINGTON REALTY TRUST (NYSE:LXP) Recent Trading Information
LEXINGTON REALTY TRUST (NYSE:LXP) closed its last trading session down -0.06 at 10.36 with 1,211,047 shares trading hands.
