UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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) December 11, 2006
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BRT REALTY TRUST
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(Exact name of Registrant as specified in charter)
Massachusetts 001-07172 13-2755856
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(State or other (Commission file No.) (IRS Employer
jurisdiction of I.D. No.)
incorporation)
60 Cutter Mill Road, Suite 303, Great Neck, New York 11021
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code 516-466-3100
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 (see General Instruction A.2. below):
-- 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))
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Item 8.01 Other Events.
On December 5, 2006, BRT Realty Trust (the "registrant") entered into an
Underwriting Agreement (the "Agreement") with Friedman, Billings, Ramsey & Co.,
Inc., as representative of the several underwriters named in the Agreement (the
"Underwriters"), in connection with the public offering of 2,800,000 of its
shares of beneficial interest, par value $3.00 per share (the "Common Shares"),
pursuant to which, among other things, it granted the Underwriters an
over-allotment option to purchase up to an additional 420,000 Common Shares,
exercisable on or before December 14, 2006. A copy of the Agreement is attached
as Exhibit 10.1 to the registrant's Current Report on Form 8-K filed with the
Securities and Exchange Commission on December 6, 2006.
On December 11, 2006, the registrant sold 2,800,000 Common Shares to the
Underwriters, deriving net proceeds of approximately $74.3 million, before
expenses. On December 13, 2006, the Underwriters exercised their over-allotment
option in part and purchased an additional 132,500 Common Shares, resulting in
additional net proceeds to the registrant of approximately $3.5 million. The net
proceeds received by the registrant on December 11, 2006 have been used to
reduce indebtedness under the registrant's margin lines of credit and under its
revolving credit facility. The net proceeds received by the registrant from the
exercise by the Underwriters of their over-allotment option have been used to
further reduce indebtedness under the registrant's revolving credit facility.
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.
BRT REALTY TRUST
Date: December 15, 2006 By: /s/ Simeon Brinberg
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Simeon Brinberg
Senior Vice President and Secretary