SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
SEPTEMBER 16, 1998
KONOVER PROPERTY TRUST, INC.
(Exact Name of Registrant as Specified in its Charter)
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MARYLAND 001-11998 56-1819372
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
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11000 REGENCY PARKWAY, SUITE 300
CARY, NORTH CAROLINA 27511
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (919) 462-8787
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ITEM 2: ACQUISITION OR DISPOSITION OF ASSETS
On September 16, 1998, Konover Properties, Inc. (the "Company") acquired a
shopping center in Mobile, Alabama from Konover & Associates South, a privately
held real estate development firm based in Boca Raton, Florida, and certain of
its affiliates. The acquisition was made pursuant to the terms of the previously
announced Master Agreement by and among the Company, KPT Properties, L.P.
(previously "FAC Properties, L.P."), Konover Management South Corp. and the
other parties set forth therein dated June 30, 1998 (the "Master Agreement").
With the acquisition of Mobile Festival, the Company has now purchased five
of the ten shopping centers to be acquired pursuant to the Master Agreement.
The following table sets forth certain information regarding the acquired
properties.
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Purchase Percent
Price Square leased at Acquisition Form of
Name Location (in millions) Footage 9/30/98 Date Ownership
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South Cobb Festival Smyrna, GA $ 0.5 81,000 100% 8/11/98 Long-term
leasehold
Oakland Park Festival Oakland Park, FL $ 5.4 132,242 83% 8/11/98 Fee
Food Lion Plaza Petersburg, VA $ 2.1 50,280 97% 8/11/98 Fee
Lenoir Festival Centre Lenoir, NC $ 7.8 144,239 100% 8/31/98 Fee
Mobile Festival Centre Mobile, AL $ 30.0 522,478 93% 9/16/98 Fee
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TOTAL OR AVERAGE $ 45.8 930,239 93%
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The aggregate purchase price for the five acquired shopping centers
consisted of the assumption of $23.3 million of fixed-rate indebtedness, $20.0
million in cash and the issuance of 263,180 limited partnership interests
("Units") of KPT Properties, L.P. The source of the cash portion of the
acquisition price was the Company's working capital. The purchase price for the
acquisition was determined as a result of arms-length negotiation between
the Company and the sellers, with the Units being valued at $9.50 per Unit.
All of the acquired properties are held directly or indirectly, by KPT
Properties, L.P., the operating partnership through which the Company conducts
substantially all of its operations.
Mr. Simon Konover, chairman of the board of directors of the Company, and
Fred Steinmark, an executive vice president, are affiliates of the sellers.
ITEM 7: FINANCIAL STATEMENTS.
a) Financial statements of businesses acquired.
The financial statements and pro forma financial information required
with regard to the
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acquisitions reported under Item 2 will be filed by an amendment to this
Form 8-K by November 30, 1998.
b) Pro forma financial information.
See Item 7(a).
c) Exhibits
10.1 Amended and Restated Master Agreement dated June 30, 1998 by and
among FAC Realty Trust, Inc., FAC Properties L.P., Konover
Management South Corp., and the other signatories to this Master
Agreement contained therein (incorporated by reference to the
Company's Quarterly Report on Form 10-Q for the period ending
June 30, 1998).
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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.
KONOVER PROPERTY TRUST, INC.
Date: October 1, 1998 By: /s/ Sona A. Thorburn
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Name: Sona A. Thorburn
Title: Vice President, Chief Accounting Officer
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