Quadra Realty Trust, Inc. - Statement of Ownership (SC 13G)

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)

Under the Securities Exchange Act of 1934
(Amendment No.)*

Quadra Realty Trust, Inc.

 

(Name of Issuer)

Common Stock

 

(Title of Class of Securities)

746945104

 

(CUSIP Number)

December 31, 2007

 

(Date of Event Which Requires Filing of this Statement)

     Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

			¨ Rule 13d-1(b)
			¨ Rule 13d-1(c)
			ý Rule 13d-1(d)

     *The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

     The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

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EXPLANATORY NOTE

     On January 28, 2008, Quadra Realty Trust, Inc., a Maryland corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Hypo Real Estate Capital Corporation, a Delaware corporation, and HRECC Sub Inc., a Maryland corporation and a wholly-owned subsidiary of Hypo Real Estate Capital Corporation. The Company has filed the Merger Agreement as an exhibit to its Form 8-K dated January 28, 2008, which was filed with the Securities and Exchange Commission on January 29, 2008.

CUSIP No.		746945104

 

1		NAMES OF REPORTING PERSONS Hypo Real Estate Capital Corporation
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
		(a)    o
		(b)    o
3		SEC USE ONLY
4		CITIZENSHIP OR PLACE OF ORGANIZATION
		Delaware
			5		SOLE VOTING POWER
NUMBER OF					8,930,100
SHARES			6		SHARED VOTING POWER
BENEFICIALLY
OWNED BY
EACH			7		SOLE DISPOSITIVE POWER
REPORTING
PERSON					8,930,100
WITH:			8		SHARED DISPOSITIVE POWER
9		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
		8,930,100
10		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
		o
11		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
		34.7%
12		TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
		CO

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Item 1.

	(a)		Name of Issuer Quadra Realty Trust, Inc.
	(b)		Address of Issuer’s Principal Executive Offices 622 Third Avenue, New York, NY 10017

Item 2.

	(a)		Name of Person Filing Hypo Real Estate Capital Corporation
	(b)		Address of Principal Business Office or, if none, Residence 622 Third Avenue, New York, NY 10017
	(c)		Citizenship Delaware
	(d)		Title of Class of Securities Common Stock
	(e)		CUSIP Number 746945104

Item 3.		If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

	(a)		o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
	(b)		o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
	(c)		o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
	(d)		o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
	(e)		o An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
	(f)		o An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)		o A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
	(h)		o A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)		o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)		o Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Not applicable.

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Item 4.		Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

	(a)		Amount beneficially owned:
	(b)		Percent of class:
	(c)		Number of shares as to which the person has:

	(i)		Sole power to vote or to direct the vote
	(ii)		Shared power to vote or to direct the vote
	(iii)		Sole power to dispose or to direct the disposition of
	(iv)		Shared power to dispose or to direct the disposition of

The information contained in Items 5 through 11 on the cover pages hereto (page 2 hereof) is incorporated herein by reference.

Item 5.		Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o .

Item 6.		Ownership of More than Five Percent on Behalf of Another Person Not applicable.

Item 7.		Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person Not applicable.

Item 8.		Identification and Classification of Members of the Group Not applicable.

Item 9.		Notice of Dissolution of Group Not applicable.

Item 10.		Certification Not applicable.

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Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: February 13, 2008

	HYPO REAL ESTATE CAPITAL CORPORATION
	By:	/s/ Michael McBride
		Name:	Michael McBride
		Title:	Chief Legal Officer

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