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): October 20, 2000
GROVE PROPERTY TRUST
(Exact name of registrant as specified in its charter)
Maryland 1-13080 06-1391084
(State or other jurisdiction (Commission (IRS Employer Identification
of incorporation) File No.) Number)
598 Asylum Avenue, Hartford, Connecticut 06105
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (860) 246-1126
N/A
(Former name or former address, if changed since last report)
<PAGE>
2
Item 5. Other Events
On July 17, 2000, Grove Property Trust, a Maryland real estate investment
trust ("Grove"), entered into an Agreement and Plan of Merger (the "Merger
Agreement") with ERP Operating Limited Partnership, an Illinois limited
partnership ("ERP"), and Grove Operating, L.P., a Delaware limited partnership
("Grove OP"). Equity Residential Properties Trust, a Maryland real estate
investment trust ("EQR"), is the general partner of ERP.
On October 20, 2000, Grove announced that its Board of Trust Managers
declared a pro-rated quarterly dividend of $0.06 per share, payable on November
15, 2000 to shareholders of record as of October 31, 2000.
Grove also announced on October 20, 2000 that it had entered into an
agreement with the Internal Revenue Service, which resolves certain potential
tax-related liabilities. Grove secured the agreement, which was necessary for
completion of the Merger, without incurring liabilities. Holders of Grove's
Common Shares of Beneficial Interest will receive the full $17.00 per share
(cash) merger price without reduction and the unitholders of Grove OP will have
the option of receiving cash in the same amount as received by Grove
shareholders or 0.3696 per unit in EQR's operating partnership.
On October 23, 2000, the Plaintiff in the action captioned The Taylor
Family Trust v. Grove Property Trust, et al., which was instituted in the
Circuit Court for Baltimore City, filed a consent to the dismissal of such
action with prejudice.
<PAGE>
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
GROVE PROPERTY TRUST
By: /s/ Joseph R. LaBrosse
--------------------------------
Joseph R. LaBrosse
Chief Financial Officer
Date: October 24, 2000
