VNK CORP 3/A
3/A · NEWKIRK MASTER LP · Filed Jan 16, 2004
Insider Transaction Report
Form 3/AAmended
VORNADO REALTY TRUST
10% Owner
Holdings
- (indirect: Through Vornado Newkirk L.L.C.)
Put Option (Right to Sell)
Exercise: $3998369.00From: 2003-12-01Exp: 2004-01-14→ Units of limited partnership interest ("Units") (217,418 underlying) - (indirect: Through Vornado Newkirk L.L.C.)
Call Option (Obligation to Sell)
Exercise: $4693153.00From: 2004-01-15Exp: 2004-07-14→ Units (217,418 underlying)
Footnotes (5)
- [F1]In the initial report on Form 3, dated July 1, 2003, which is amended hereby, it was incorrectly reported that if the Put Option were exercisable and exercised as of the date thereof, Vornado Newkirk L.L.C. would be required to pay approximately $3,837,731 to Newkirk NL Holdings LLC and Newkirk RE Holdings LLC. The Form 3 is hereby amended to report that if the Put Option were exercisable and exercised as of the date hereof, Newkirk NL Holdings LLC and Newkirk RE Holdings LLC would be required to pay approximately $3,998,369 to Vornado Newkirk L.L.C. This price shall be subject to increase based upon distributions made by Vornado Newkirk L.L.C. or its affiliates to the persons that sold such Units and subject to decrease based upon distributions to Vornado Newkirk L.L.C. or its affiliates from The Newkirk Master Limited Partnership.
- [F2]This Put Option is owned directly by Vornado Newkirk L.L.C. and is owned indirectly by Vornado Realty L.P. and Vornado Realty Trust. This Put Option was granted as part of an Agreement, dated as of July 8, 1998, among Apollo Real Estate Investment Fund III, L.P., WEM-Brynmawr Associates LLC, Newkirk NL Holdings LLC, Newkirk RE Holdings LLC, Vornado Newkirk L.L.C. and Vornado Realty L.P., as amended by the Amendment to Agreement, dated December 31, 2001.
- [F3]In the initial report on Form 3, dated July 1, 2003, which is amended hereby, it was incorrectly reported that if the Call Option were exercisable and exercised as of the date thereof, Vornado Newkirk L.L.C. would be required to pay approximately $3,143,577 to Newkirk NL Holdings LLC and Newkirk RE Holdings LLC. The Form 3 is amended hereby to report that if the Call Option were exercisable and exercised as of the date hereof, Newkirk NL Holdings LLC and Newkirk RE Holdings LLC would be required to pay approximately $4,693,153 to Vornado Newkirk L.L.C. This price shall be subject to increase based upon distributions made by Vornado Newkirk L.L.C. or its affiliates to the persons that sold such Units and subject to decrease based upon distributions to Vornado Newkirk L.L.C. or its affiliates from The Newkirk Master Limited Partnership.
- [F4]Vornado Newkirk L.L.C. wrote this Call Option in connection with the Agreement, dated as of July 8, 1998, among Apollo Real Estate Investment Fund III, L.P., WEM-Brynmawr Associates LLC, Newkirk NL Holdings LLC, Newkirk RE Holdings LLC, Vornado Newkirk L.L.C. and Vornado Realty L.P., as amended by the Amendment to Agreement, dated December 31, 2001.
- [F5]Each reporting person disclaims beneficial ownership of such Units for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except to the extent of its pecuniary interest therein.