SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): NOVEMBER 26, 2006
RECKSON ASSOCIATES REALTY CORP.
AND
RECKSON OPERATING PARTNERSHIP, L.P.
(Exact Name of Registrant as Specified in its Charter)
RECKSON ASSOCIATES REALTY CORP. - RECKSON ASSOCIATES REALTY CORP. -
MARYLAND 11-3233650
RECKSON OPERATING PARTNERSHIP, L.P. - RECKSON OPERATING PARTNERSHIP, L.P. -
DELAWARE 1-13762 11-3233647
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification Number)
625 RECKSON PLAZA
UNIONDALE, NEW YORK 11556
(Address of principal executive offices)
516-506-6000
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(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 8.01 OTHER EVENTS.
On November 26, 2006, Reckson Associates Realty Corp. ("Reckson") received
a letter from Rome Acquisition Limited Partnership ("Rome") confirming Rome's
November 16, 2006 proposal to acquire Reckson for $49.00 per share in cash for
all of Reckson's outstanding shares, subject to continued due diligence. The
letter states that Rome anticipates delivering a definitive binding proposal
along with binding commitments from lenders by no later than Monday, December 4,
2006. A copy of the letter is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.
On November 27, 2006, Reckson issued a press release confirming
the receipt of the letter and announcing the postponement of the date of its
special meeting of shareholders to approve its pending merger with SL Green
Realty Corp. scheduled for November 28, 2006 to December 6, 2006. Reference is
hereby made to the press release, which is attached hereto as Exhibit 99.2 and
is incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
EXHIBIT NO. DESCRIPTION
99.1 Letter to Reckson Associates Realty Corp., dated November
26, 2006, from Rome Acquisition Limited Partnership
99.2 Press Release, dated November 27, 2006
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunder duly authorized.
RECKSON ASSOCIATES REALTY
CORP.
By: /s/ Michael Maturo
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Name: Michael Maturo
Title: President, Chief Financial
Officer and Treasurer
RECKSON OPERATING
PARTNERSHIP, L.P.
By: Reckson Associates Realty Corp., its
General Partner
By: /s/ Michael Maturo
--------------------------------------
Name: Michael Maturo
Title: President, Chief Financial
Officer and Treasurer
Date: November 27, 2006
EXHIBIT INDEX
EXHIBIT DESCRIPTION
NUMBER
99.1 Letter to Reckson Associates Realty Corp., dated November
26, 2006, from Rome Acquisition Limited Partnership
99.2 Press Release, dated November 27, 2006