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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) December 14, 1999
(December 10, 1999)
KRANZCO REALTY TRUST
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(Exact Name of Registrant as Specified in Charter)
Maryland 1-11478 23-2691327
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
128 Fayette Street, Conshohocken, Pennsylvania 19428
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (610) 941-9292
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
Kranzco Realty Trust, a Maryland real estate investment trust
("Kranzco"), KRT Trust, a Maryland real estate investment trust and a wholly
owned subsidiary of Kranzco ("KRT Trust"), CV Reit, Inc. a Delaware
corporation ("CV"), and Kramont Realty Trust, a Maryland real estate
investment trust ("Kramont") have entered into an Agreement and Plan of
Reorganization and Merger, dated as of December 10, 1999 (the
"Reorganization"). The combined companies will operate under the name of
Kramont.
Prior to the consummation of the Reorganization, Kranzco will reorganize
into an UPREIT structure, as a result of which substantially all of the
assets of Kranzco will be owned by an operating partnership and all of the
outstanding shares of beneficial interest of Kranzco will be converted into
an equal number of shares of KRT Trust. CV currently operates as an UPREIT.
Upon consummation of the Reorganization, each of KRT Trust and CV will
merge with and into Kramont and the holders of each share of common stock of
CV shall be entitled to receive one common share of beneficial interest of
Kramont; the holders of each common share of beneficial interest of Kranzco
shall be entitled to receive one common share of beneficial interest of
Kramont; and the holders of each preferred share of beneficial interest of
Kranzco shall be entitled to receive one preferred share of Kramont having
the same rights, preferences and privileges as the preferred share of Kranzco
held by it.
The Reorganization has been approved by the boards of trustees of
Kranzco and KRT Trust and the board of directors of CV. Consummation of the
Reorganization is subject to the approval of the shareholders of Kranzco, CV
and to other specified closing conditions.
Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits.
(c) Exhibits
2.1 Agreement and Plan of Merger and Reorganization, dated as of
December 10, 1999, among Kranzco, KRT, CV and Kramont.
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: December 14, 1999
KRANZCO REALTY TRUST
By:/s/ Robert H. Dennis
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Name: Robert H. Dennis
Title: Chief Financial Officer