Winthrop Realty Trust Announces Proposed Shareholder Rights Offering
23 Gennaio 2008 - 10:21PM
PR Newswire (US)
BOSTON, Jan. 23 /PRNewswire-FirstCall/ -- Winthrop Realty Trust
(NYSE:FUR), announced today that it has filed a registration
statement with the Securities and Exchange Commission for a
proposed rights offering to holders of its Common Shares of
Beneficial Interest and holders of its Series B-1 Cumulative
Convertible Redeemable Preferred Shares of Beneficial Interest.
Upon the effectiveness of the registration statement, the Company
intends to distribute non-transferable subscription rights to
subscribe for and purchase up to an aggregate of 8,845,036 of its
common shares of beneficial interest to holders of record as of the
record date, which has not yet been determined. Each shareholder
will receive one basic subscription right for every 10 common
shares owned, or in the case of Series B-1 Preferred Shares, one
basic subscription right for every 10 common shares issuable upon
conversion of such Preferred Shares, as of the record date. Each
basic subscription right will entitle the holder to purchase one
common share of beneficial interest. Shareholders who exercise
their rights in full will also be entitled to purchase additional
shares pursuant to an oversubscription right to the extent holders
do not fully subscribe for their basic subscription rights. The
exercise price for the rights has not yet been determined, but will
not be less than the greater of $5.02 or 96% of the average closing
price of common shares for five consecutive trading days during a
period selected by the Company commencing no more than 20 trading
days prior to the date on which the common shares trade ex-rights
on the NYSE. The common shares will trade ex- rights on the second
trading day prior to the record date. Written notice of the record
date will be sent to shareholders and publicly announced at least
ten days in advance of the record date. Upon commencement of the
rights offering, shareholders will be able to exercise their rights
to purchase shares in the rights offering until the expiration
date, which will be at least 20 business days after the issuance of
the rights, unless extended for a period not to exceed 30 business
days. All of the Company's executive officers have agreed to fully
exercise the 1,116,283 basic subscription rights that they will be
receiving with respect to common shares beneficially owned by them
and they also intend to exercise their oversubscription rights. The
Company reserves the right to cancel or terminate the rights
offering at any time prior to the expiration of the rights
offering. The Company intends to use the proceeds of the rights
offering for general corporate purposes, which include the
acquisition of additional investments and/or contributions to
existing joint ventures. A registration statement relating to the
subscription rights and the common shares underlying the rights has
been filed with the Securities and Exchange Commission but has not
yet become effective. These securities may not be sold nor may
offers to buy be accepted prior to the time the registration
statement becomes effective. A copy of the prospectus relating to
the rights offering meeting the requirements of Section 10 of the
Securities Act of 1933 and additional materials relating to the
rights offering will be mailed to shareholders of the Company
shortly after the record date. Shareholders may also obtain a copy
of the prospectus from the Information Agent for the offering, c/o
MacKenzie Partners, Inc., 105 Madison Avenue, New York, New York
10016, (800) 322-2885. This press release does not constitute an
offer to sell or the solicitation of an offer to buy the securities
discussed herein, and there shall not be any offer, solicitation or
sale of these securities in any state in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state. Winthrop
Realty Trust is a NYSE-listed real estate investment trust (REIT)
headquartered in Boston, Massachusetts. Additional information on
Winthrop Realty Trust is available on its Web site at
http://www.winthropreit.com/. "Safe Harbor" Statement under the
Private Securities Litigation Reform Act of 1995. With the
exception of the historical information contained in this news
release, the matters described herein contain "forward-looking"
statements that involve risk and uncertainties that may
individually or collectively impact the matters herein described.
These are detailed from time to time in the "Risk Factors" section
of the Company's SEC reports. Further information relating to the
Company's financial position, results of operations, and investor
information is contained in the Company's annual and quarterly
reports filed with the SEC and available for download at its
website http://www.winthropreit.com/ or at the SEC website
http://www.sec.gov/. DATASOURCE: Winthrop Realty Trust CONTACT:
Beverly Bergman of Winthrop Realty Trust, +1-617-570-4614 Web site:
http://www.winthropreit.com/
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