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As filed with the Securities and Exchange Commission on October 22, 1998
Exhibit Index on Page 5
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (date of earliest event reported): June 2, 1998
Commission File Number: 000-22685
VORNADO REALTY L.P.
(Exact name of registrant as specified in its charter)
DELAWARE 13-3925979
(State or other jurisdiction of incorporation) (I.R.S. employer
identification number)
PARK 80 WEST, PLAZA II, SADDLE BROOK, NEW JERSEY 07663
(Address of principal executive offices) (Zip Code)
(201) 587-1000
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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ITEMS 1 - 4. NOT APPLICABLE.
ITEM 5. OTHER EVENTS.
Court Approval of Mendik RELP Litigation Settlement
On October 14, 1998, the previously disclosed Settlement Agreement between
Vornado Realty Trust ("Vornado") and certain limited partners of Mendik Real
Estate Limited Partnership ("Mendik RELP"), a publicly traded limited
partnership, was approved by the Supreme Court of the State of New York.
Under the terms of the Settlement Agreement, Vornado will purchase from Mendik
RELP (i) the Saxon Woods Corporate Center located in Harrison, New York, (ii) a
60% interest in an office building located at Two Park Avenue, in Manhattan
(Vornado already owns the other 40%) and (iii) an office building located at 330
West 34th Street, also in Manhattan (collectively, the "Mendik RELP
Properties"). The aggregate purchase price is approximately $104 million,
including assumed debt of $39 million on the Two Park Avenue property.
These transactions will be consummated through subsidiaries of Vornado Realty
L.P., a limited partnership of which Vornado owns a 92% limited partnership
interest at June 30, 1998 and is the sole general partner.
The Settlement Agreement is subject to appeal and will not become final until
November 6, 1998; accordingly, there can be no assurance that these transactions
will be completed.
Resignation of Bernard H. Mendik
On October 13, 1998, Bernard H. Mendik resigned as Chief Executive Officer of
Vornado's Mendik Division and as Co-Chairman of the Board of Trustees of
Vornado. Vornado will continue to operate its New York City office business
under the Mendik name.
ITEM 6. NOT APPLICABLE.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
<TABLE>
<CAPTION>
Exhibit
No. Exhibit
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<S> <C>
99.1 Press release of Vornado Realty Trust, dated October 14, 1998, with
respect to the court approval of the settlement between Vornado and
certain limited partners of Mendik RELP.
</TABLE>
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<TABLE>
<S> <C>
99.2 Press release of Vornado, dated October 13, 1998, with respect to the resignation of
Bernard H. Mendik.
</TABLE>
ITEMS 8 AND 9. NOT APPLICABLE.
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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.
VORNADO REALTY L.P.
(Registrant)
By: VORNADO REALTY TRUST,
as General Partner
By: /s/ Irwin Goldberg
-----------------------------------
Name: Irwin Goldberg
Title: Vice President, Chief
Financial Officer
Date: October 22, 1998
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Index to Exhibits
<TABLE>
<CAPTION>
Exhibit No. Description
- ----------- -----------
<S> <C>
99.1 Press release of Vornado Realty Trust, dated October
14, 1998, with respect to the court approval of the
settlement between Vornado and certain limited partners
of Mendik RELP.
99.2 Press release of Vornado, dated October 13, 1998, with
respect to the resignation of Bernard H. Mendik.
</TABLE>
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Exhibit 99.1
CONTACT: JOSEPH MACNOW [VORNADO REALTY TRUST LOGO]
(201) 587-1000 Park 80 West, Plaza II
Saddle Brook, New Jersey 07663
FOR IMMEDIATE RELEASE - OCTOBER 14, 1998
SADDLE BROOK, NEW JERSEY ..... VORNADO REALTY TRUST
(NYSE:VNO) today announced that its previously disclosed Settlement Agreement
with the partners of Mendik Real Estate Limited Partnership ("Mendik RELP"), a
publicly traded limited partnership, has been approved by the Supreme Court of
the State of New York.
Under the terms of the Agreement, Vornado will purchase from the
Mendik RELP (i) the Saxon Woods Corporate Center located in Harrison, New York,
(ii) a 60% interest in an office building located at Two Park Avenue, in
Manhattan (Vornado already owns the other 40%) and (iii) an office building
located at 330 West 34th Street, also in Manhattan. The aggregate purchase price
is approximately $104 million, including assumed debt of $39 million on the Two
Park Avenue property.
The Agreement is subject to appeal and will not become final until
November 6, 1998, accordingly, there can be no assurance that this transaction
will be completed.
Vornado Realty Trust is a fully-integrated equity real estate
investment trust.
Certain statements contained herein may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results, performance
or achievements of the Company to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. Such factors include, among others, risks associated
with the timing of and costs associated with property improvements, financing
commitments and general competitive factors.
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Exhibit 99.2
Contact: Joseph Macnow Roanne Kulakoff
Vornado Realty Trust Kekst and Company
201-587-1000 212-521-4800
FOR IMMEDIATE RELEASE
BERNARD MENDIK RESIGNS FROM VORNADO; DAVID GREENBAUM NAMED
CEO OF VORNADO'S MENDIK NEW YORK CITY OFFICE BUSINESS
Saddle Brook, NJ, October 13, 1998 - Vornado Realty Trust (NYSE:VNO) announced
today the resignation of Bernard Mendik as Chief Executive Officer of Vornado's
Mendik New York City office business, and as Co-Chairman of the Board of
Directors of Vornado.
Steven Roth, Vornado Chairman and Chief Executive Officer, said, "We acquired
the Mendik business 18 months ago in what has been a hugely successful
collaboration. In that time, we have tripled the size of the business. Bernie
has now decided to pursue private interests. Bernie is my friend and I wish him
all the best in the future."
Vornado will continue to operate its New York City office business under the
Mendik name. Mr. Mendik will continue to occupy his Vornado offices.
Bernard Mendik said, "I have enormous faith and confidence in Vornado and its
leadership and remain clearly tied to them. I will retain my large investment in
the company. But I now realize that I prefer to operate independently and will
pursue private investments."
David Greenbaum, 46, who has been President of the Mendik organization for the
past eight years and responsible for its day-to-day operations, will also become
Chief Executive Officer.
Vornado Realty Trust is a fully-integrated equity real estate investment trust.
