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 AND EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): April 17, 2008
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GYRODYNE COMPANY OF AMERICA, INC.
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(Exact name of registrant as specified in its charter)
New York 000-01684 11-1688021
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(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation) Number) Identification No.)
ONE FLOWERFIELD
SUITE 24
ST. JAMES, NEW YORK 11780
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(Address of principal executive
offices) (Zip Code)
(631) 584-5400
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Registrant's telephone number,
including area code
N/A
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(Former name or former address, if changed since last report.)
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))
Item 1.01. Entry into a Material Definitive Agreement.
On April 17, 2008, Gyrodyne Company of America, Inc. (the "Company") entered
into a Contract of Sale (the "Contract") between the Company and Cortlandt
Building Associates, LLC (the "Seller") to acquire land and buildings comprising
a medical office complex known as Cortlandt Medical Center in Cortlandt Manor,
New York. The Contract relates specifically to five office buildings, located at
1985 Crompond Road, which are situated on 5.01 acres with approximately 29,800
square feet of rentable space (the "Property") and a current occupancy rate of
97%. The purchase price per square foot is $234.81 and the aggregate monthly
rent flow from the property is $85,000. Other than with respect to the Contract
itself, there is no material relationship between the Company and the Seller.
The purchase price for the Property is $7.0 million, $500,000 of which was paid
as a refundable deposit upon the signing of the Contract, and the remainder is
required to be paid at closing. The closing is expected to take place on or
about May 15, 2008 and is subject to customary representations and conditions,
including a mortgage commitment contingency. The Contract is subject to a 30-day
inspection period during which the Company may, at its own expense, arrange for
legal, environmental and/or engineering analyses. The Company may terminate the
Contract, for any or no reason, prior to the expiration of the inspection
period.
Upon acquisition, the Company intends to continue to operate the office space
pursuant to existing leases.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Exhibit
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99.1 Press Release of Gyrodyne Company of America, Inc.,
dated April 17, 2008.
SIGNATURE
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.
GYRODYNE COMPANY OF AMERICA, INC.
By: /s/ Stephen V. Maroney
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Stephen V. Maroney
President, Chief Executive Officer and
Treasurer
Date: May 2, 2008