FUR Winthrop Realty Trust New (delisted)

On April 30, 2018, 701 Seventh Property Owner LLC and 701 Sign LLC (collectively, the “Sellers”), entities in which Winthrop Realty Liquidating Trust (the “Trust”) holds an indirect preferred membership interest, and which owned the property located at 701 Seventh Avenue, New York, New York (the “Property”), consummated a transaction pursuant to which an affiliate of an existing indirect member of the Sellers (the “Purchaser”) now holds a 100% ownership interest in the Property. The purchase price paid by the Purchaser was based on a gross value of the Property of $1.53 billion. After satisfying the existing debt and closing costs, the Trust received an initial distribution from the sale proceeds of approximately $200.0 million from the sale.

In addition to the cash portion of the purchase price, the Sellers were paid a portion of the purchase price by way of $75.0 million promissory note (the “Purchase Money Note”) and has entered into arrangements pursuant to which it expects the Purchase Money Note to be purchased from it by August 30, 2018, subject to two one-month extensions. In addition the Sellers deposited approximately $63.7 million of net proceeds in escrow to fund the completion of the property and certain other costs. As funds are paid on account of the Purchase Money Note and are released from escrow (which will be released in phases following substantial completion of the Property), the Trust will receive its proportionate share of such funds through future distributions from the Sellers.

The Sellers also entered into a Development Services Agreement pursuant to which the Sellers agreed to complete the construction of the Property for the benefit of the purchaser.