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Vornado Realty Trust Form 10-K405

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Vornado Realty Trust Form 10-K405 VORNADO REALTY TRUST FORM 10-K405 (Annual Report (Regulation S-K, item 405)) Filed 03/11/02 for the Period Ending 12/31/01 Address 888 SEVENTH AVE NEW YORK, NY 10019 Telephone 212-894-7000 CIK 0000899689 Symbol VNO SIC Code 6798 - Real Estate Investment Trusts Industry Real Estate Operations Sector Services Fiscal Year 12/31 http://www.edgar-online.com © Copyright 2015, EDGAR Online, Inc. All Rights Reserved. Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use. VORNADO REALTY TRUST FORM 10-K405 (Annual Report (Regulation S-K, item 405)) Filed 3/11/2002 For Period Ending 12/31/2001 Address 888 SEVENTH AVE NEW YORK, New York 10019 Telephone 212-894-7000 CIK 0000899689 Industry Real Estate Operations Sector Services Fiscal Year 12/31 EXHIBIT INDEX ON PAGE 137 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-K |X| ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended: DECEMBER 31, 2001 Or | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to ________________ Commission File Number: 1-11954 VORNADO REALTY TRUST (Exact name of Registrant as specified in its charter) MARYLAND 22-1657560 ------------------------------- ---------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 888 SEVENTH AVENUE, NEW YORK, NEW YORK 10019 ---------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number including area code: (212) 894-7000 Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Name of Each Exchange on Which Registered ------------------- ----------------------------------------- Common Shares of beneficial New York Stock Exchange interest, $.04 par value per share Series A Convertible New York Stock Exchange Preferred Shares of beneficial interest, no par value 8.5% Series B Cumulative New York Stock Exchange Redeemable Preferred Shares of beneficial interest, no par value 8.5% Series C Cumulative New York Stock Exchange Redeemable Preferred Shares of beneficial interest, no par value Securities registered pursuant to Section 12(g) of the Act: NONE Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES |X| NO |_| Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. |X| The aggregate market value of the voting shares held by non-affiliates of the registrant, i.e. by persons other than officers and trustees of Vornado Realty Trust as reflected in the table in Item 12 of this Form 10-K, at February 1, 2002 was $3,613,111,000. As of February 1, 2002, there were 103,372,574 of the registrant's common shares of beneficial interest outstanding. Documents Incorporated By Reference PART III: Portions of Proxy Statement for Annual Meeting of Shareholders to be held on May 29, 2002. -1- TABLE OF CONTENTS ITEM PAGE ---- ---- PART I. 1. Business ................................................. 4 2. Properties ............................................... 12 3. Legal Proceedings ........................................ 52 4. Submission of Matters to a Vote of Security Holders ...... 53 Executive Officers of the Registrant ..................... 53 PART II. 5. Market for the Registrant's Common Equity and Related Stockholder Matters .................................... 54 6. Selected Consolidated Financial Data ..................... 55 7. Management's Discussion and Analysis of Financial Condition and Results of Operations .................... 57 7A. Quantitative and Qualitative Disclosures about Market Risk ................................................... 88 8. Financial Statements and Supplementary Data .............. 89 9. Changes In and Disagreements With Independent Auditors on Accounting and Financial Disclosure ................. 89 PART III. 10. Directors and Executive Officers of the Registrant ....... 127 11. Executive Compensation ................................... 127 12. Security Ownership of Certain Beneficial Owners and Management ............................................. 127 13. Certain Relationships and Related Transactions ........... 127 PART IV. 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K ............................................ 128 SIGNATURES ............................................................... 129 ---------- (1) The Registrant will file a definitive Proxy Statement pursuant to Regulation 14A involving the election of directors with the Securities and Exchange Commission not later than 120 days after December 31, 2001, which is incorporated by reference herein. Information relating to Executive Officers of the Registrant appears on page 53 of this Annual Report on Form 10-K. -2- FORWARD LOOKING STATEMENTS Certain statements contained herein constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Forward- looking statements are not guarantees of performance. They involve risks, uncertainties and assumptions. Our future results, financial condition and business may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as "believes", "expects", "anticipates", "estimates", "intends", "plans" or similar expressions in this annual report on form 10-K. These forward-looking statements are subject to numerous assumptions, risks and uncertainties. Many of the factors that will determine these items are beyond our ability to control or predict. Factors that may cause actual results to differ materially from those contemplated by the forward-looking statements include, but are not limited to, the following: (a) national, regional and local economic conditions; (b) the continuing impact of the September 11, 2001 terrorist attacks on our tenants and the national, regional and local economies, including, in particular, the New York City and Washington, D.C. metropolitan areas; (c) local conditions such as an oversupply of space or a reduction in demand for real estate in the area; (d) the financial conditions of tenants; (e) competition from other available space; (f) whether tenants consider a property attractive; (g) whether we are able to pass some or all of any increased operating costs we experience through to our tenants; (h) how well we manage our properties; (i) increased interest expense; (j) decreases in market rental rates; (k) the timing and costs associated with property improvements and rentals; (l) changes in taxation or zoning laws; (m) government regulations; (n) our failure to continue to qualify as a real estate investment trust; (o) availability of financing on acceptable terms; (p) potential liability under environmental or other laws or regulations; and (q) general competitive factors. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date of this annual report on Form 10-K or the date of any document incorporated by reference. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances after the date of this Form 10-K to reflect the occurrence of unanticipated events. Furthermore, many of these factors may be more likely to occur as a result of the September 11, 2001 terrorist attacks. -3- PART I ITEM 1. BUSINESS THE COMPANY Vornado Realty Trust is a fully-integrated real estate investment trust ("REIT"). Vornado conducts its business through Vornado Realty L.P., a Delaware limited partnership (the "Operating Partnership"). Vornado is the sole general partner of, and owned approximately 79% of the common limited partnership interest in, the Operating Partnership at February 1, 2002. All references to the "Company" and "Vornado" refer to Vornado Realty Trust and its consolidated subsidiaries, including the Operating Partnership. The Company currently owns directly or indirectly: OFFICE PROPERTIES ("OFFICE"): (i) all or portions of 73 office properties aggregating approximately 27.2 million square feet in the New York City metropolitan area (primarily Manhattan) and in the Washington D.C. and Northern Virginia area; RETAIL PROPERTIES ("RETAIL"): (ii) 55 shopping center properties in six states and Puerto Rico aggregating approximately 11.3 million square feet, including 1.4 million square
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