=============================================================================
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)
June 20, 2000 (June 16, 2000)
---------------------------------------
KRAMONT REALTY TRUST
-----------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Maryland 001-15923 256703702
-----------------------------------------------------------------------------
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
Plymouth Plaza, 580 West Germantown Pike, Plymouth Meeting, PA 19462
-----------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (610-825-7100)
-----------------------------------------------------------------------------
Not Applicable
-----------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
=============================================================================
Item 2. Acquisitions or Disposition of Assets.
On June 16, 2000, Kranzco Realty Trust, a Maryland real estate
investment trust ("Kranzco"), KRT Trust, a Maryland real estate investment
trust ("KRT Trust"), CV Reit, Inc. a Delaware corporation ("CV"), and
Kramont Realty Trust, a Maryland real estate investment trust ("Kramont")
completed their previously announced merger (the "Merger") pursuant to the
terms of an Agreement and Plan of Reorganization and Merger, dated as of
December 10, 1999, as amended (the "Merger Agreement"). The Merger was
approved by the shareholders of each of CV and Kranzco at their respective
special meetings held on June 6, 2000. The surviving company in the Merger
is Kramont Realty Trust (the "Company"). With the completion of the Merger,
the Company began trading on the New York Stock Exchange on June 19, 2000,
under the ticker symbol KRT.
In accordance with the Merger Agreement, each share of common stock,
$.01 par value per share, of CV outstanding immediately prior to the Merger
and each common share of beneficial interest, $.01 par value per share, of
KRT Trust outstanding immediately prior to the Merger was converted into one
common share of beneficial interest, $.01 par value per share, of the
Company. Each share of KRT Trust's Series A-1 Increasing Rate Cumulative
Convertible Preferred Shares of Beneficial Interest, $.01 par value per
share, outstanding immediately prior to the Merger was converted into one
share of the Company's Series A-1 Increasing Rate Cumulative Convertible
Preferred Shares of Beneficial Interest, $.01 par value per share, with the
same rights. Each share of KRT Trust's Series B-1 Cumulative Convertible
Preferred Shares of Beneficial Interest, $.01 par value per share,
outstanding immediately prior to the Merger was converted into one share of
the Company's Series B-1 Cumulative Convertible Preferred Shares of
Beneficial Interest, $.01 par value per share, with the same rights. Each
share of KRT Trust's Series D Cumulative Redeemable Preferred Shares of
Beneficial Interest, $.01 par value per share, outstanding immediately prior
to the Merger was converted into one share of the Company's Series D
Cumulative Redeemable Preferred Shares of Beneficial Interest, $.01 par value
per share, with the same rights.
Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits.
(c) Exhibits
2.1 Agreement and Plan of Reorganization and Merger, dated as of
December 10, 1999, as amended, among the Company, CV, Kranzco and KRT Trust
(incorporated by reference to Appendix A of the Joint Proxy
Statement/Prospectus of CV and Kranzco, dated April 14, 2000, relating to
the special meeting of shareholders of CV and Kranzco held on June 6, 2000,
which was part of the Company's Registration Statement on Form S-4 (SEC File
No. 333-34482))
99.1 Press Release.
SIGNATURES
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.
Date: June 20, 2000
KRAMONT REALTY TRUST
By: /s/Louis P. Meshon, Sr.
-----------------------------
Name: Louis P. Meshon, Sr.
Title President and Chief Executive
Officer
