Attached files
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
_____________
FORM
10-K/A
Amendment
No. 2
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x
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ANNUAL REPORT PURSUANT TO SECTION
13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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For
the fiscal year ended December 31, 2008
OR
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o
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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Commission
File Number 1-13237
______________
CENTERLINE
HOLDING COMPANY
(Exact
name of Registrant as specified in its Trust Agreement)
______________
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Delaware
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13-3949418
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(State
or other jurisdiction of incorporation or organization)
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(I.R.S.
Employer Identification No.)
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625
Madison Avenue, New York, New York
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10022
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(Address
of principal executive offices)
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(Zip
Code)
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(212)
317-5700
Registrant’s
telephone number, including area code
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Securities
registered pursuant to Section 12(b) of the Act:
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None
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Securities
registered pursuant to Section 12(g) of the Act:
Shares
of Beneficial Interest
Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act. Yes o
No x
Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Act. Yes o No x
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 o
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. o
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer or a non-accelerated filer or a smaller filer (as defined in
Rule 12b-2 of the Exchange Act). Large Accelerated filer o
Accelerated filer x
Non-accelerated filer o Smaller
reporting company o
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes o No x
The
aggregate market value of common equity held by non-affiliates of the registrant
as of June 30, 2008 was approximately $81.7 million (based on the closing price
of $1.67 per share as reported by the New York Stock Exchange on that
date).
As of
February 27, 2009, there were 53.0 million outstanding shares of the
registrant’s shares of beneficial interest.
DOCUMENTS
INCORPORATED BY REFERENCE
None
EXPLANATORY
NOTE
This
amendment to the Annual Report on Form 10-K/A for the year ended December 31,
2008 of Centerline Holding Company ("the Company") is being filed to include the
audited consolidated financial statements of American Mortgage Acceptance
Company and Subsidiaries (“AMAC”) for the years ended December 31, 2008, 2007
and 2006, as required by Rule 3-09 of Regulation S-X. The Company has
an investment in AMAC which it accounts for under the equity method of
accounting and the financial statements were not available at the time the
Company filed its Annual Report on Form 10-K on March 10, 2009.
The
consent of Deloitte & Touche LLP, independent registered public accounting
firm for AMAC, is also filed as an exhibit hereto.
There
were no changes made to the Company’s Form 10-K for the year ended December 31,
2008.
Item
15. Exhibits and Financial Statement Schedules
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(c) Exhibits.
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Exhibit No.
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Exhibit Title
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23(a)
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24.1
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Power
of Attorney (previously filed as part of the Company’s filing on Form 10-K
on March 10, 2009)
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31.1
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31.2
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32
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99.
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Additional Exhibits
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99(a)
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* Filed
herewith
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SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
CENTERLINE
HOLDING COMPANY
(Registrant)
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Date:
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February
24, 2010
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By:
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/s/
Marc D. Schnitzer
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Marc
D. Schnitzer
President
and Chief Executive Officer
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Date:
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February
24, 2010
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By:
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/s/
Robert L. Levy
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Robert
L. Levy
Chief
Financial Officer
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Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, this
report has been signed by the following persons on behalf of the registrant and
in the capacities and on the dates indicated:
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Signature
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Title
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Date
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/s/
Marc D. Schnitzer
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Marc
D. Schnitzer
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Managing
Trustee, Chief Executive Officer and President
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February
24, 2010
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/s/
Robert L. Levy
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Robert
L. Levy
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Chief
Financial Officer
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February
24, 2010
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*
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Stephen
M. Ross
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Managing
Trustee and Chairman of the Board
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February
24, 2010
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*
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Jeff
T. Blau
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Managing
Trustee
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February
24, 2010
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*
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Robert
J. Dolan
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Managing
Trustee
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February
24, 2010
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*
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Jerome
Y. Halperin
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Managing
Trustee
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February
24, 2010
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*
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Robert
L. Loverd
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Managing
Trustee
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February
24, 2010
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*
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Robert
A. Meister
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Managing
Trustee
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February
24, 2010
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*
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Thomas
W. White
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Managing
Trustee
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February
24, 2010
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*
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/s/
Robert L. Levy
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Attorney-in-fact
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