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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) February 28, 1994
EQK GREEN ACRES TRUST
(Exact name of registrant as specified in charter)
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Delaware 1-12412 23-2740383
(State or other juris- (Commission File Number) (IRS Employer Identification No.)
diction of incorporation)
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One Tower Bridge, W. Conshohocken, PA 19428
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 215-941-2992
N/A
(Former name or former address, if changed since last report.)
Exhibit Index Appears on Page 4
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Item 5. Other Events
On February 28, 1994, pursuant to a consent solicitation conducted by EQK
Green Acres, L.P. (the 'Partnership') and EQK Green Acres Trust (the 'Trust'),
the conversion of the Partnership into a real estate investment trust (the
'Conversion') was approved by a majority of the Partnership's Unitholders.
Pursuant to the terms of the Conversion, on February 28, 1994, the Partnership
was merged with and into Green Acres Mall Corp., a wholly-owned subsidiary of
the Trust, and each outstanding Unit of the Partnership was converted on a
one-for-one basis into Common Shares of Beneficial Interest of the Trust
('Common Shares'). Additional Common Shares are being issued in connection
with the Conversion to the Partnership's general partners and advisor,
resulting in a total of 11,902,653 Common Shares outstanding. For a detailed
description of the Conversion, reference is made to the Registration
Statement of the Partnership and the Trust on Form S-4 (Reg. No. 33-68664),
declared effective by the Securities and Exchange Commission on December 17,
1993 (the 'Registration Statement'). The Registration Statement includes
historical and pro forma financial statements for periods through
September 30, 1993, which are the most current statements now available.
The Trust's Report on Form 10-K for calendar year 1993 will contain
financial statements through December 31, 1993. The Common Shares began
trading on the New York Stock Exchange on March 1, 1994 under the symbol EGA.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
Press Release of EQK Green Acres Trust dated March 1, 1994.
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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.
EQK GREEN ACRES TRUST
Date: March 10, 1994 By: /s/ Myles H. Tanenbaum
Name: Myles H. Tanenbaum
Title: President and CEO
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EXHIBIT INDEX
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Exhibit Sequentially
Number Numbered Page
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99.1 Press Release of EQK Green Acres Trust dated March 1, 1994 5
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FROM: EQK GREEN ACRES TRUST (NYSE:EGA)
Suite 800
One Tower Bridge
W. Conshohocken, PA 19428
(215) 941-2992
Contact: Myles H. Tanenbaum
President
W. CONSHOHOCKEN, PA - EQK GREEN ACRES, L.P. (NYSE: EGA)
ANNOUNCES CHANGE IN FORMAT AND CONVERSION TO A
REAL ESTATE INVESTMENT TRUST
FOR IMMEDIATE RELEASE
TUESDAY, MARCH 1, 1994
At the close of business on February 28th, EQK Green Acres, L.P. (NYSE
symbol EGA) was converted from a limited partnership to a real estate
investment trust, adopting the name EQK Green Acres Trust.
'More significant than the change from partnership to REIT, are the
changes in the Company's format,' observed Myles H. Tanenbaum, the Company's
President. 'We are now allowed to add to the Company's real estate portfolio
and to continue operations indefinitely.' From inception, the Company was
limited to ownership of Green Acres Mall, a 1.7 million square foot
super-regional shopping mall complex located in Valley Stream, L.I., NY,
which heretofore was to be sold by the end of the decade.
The Company has elected to largely self-manage its own affairs,
terminating the existing advisory and property management contracts.
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Pursuant to the conversion, each outstanding Unit has been converted
into one Common Share of Beneficial Interest in the REIT. As previously
described in materials provided to Unitholders, additional Common Shares are
being issued to the partnership's general partners and advisor in connection
with the conversion. The Common Shares will trade on the New York Stock
Exchange using the same symbol (EGA) that had been used for the Units.
