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) February 10, 1997
KRANTOR CORPORATION
Delaware 0-19409 22-2993066
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number identification no.)
incorporation or
organization)
120 East Industry Court, Deer Park, New York 11729
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (516) 586-7500
Page 1 of 40 Pages
Exhibit Index on Page 5
ITEM 5. OTHER EVENTS
Registrant, Empire Kosher Poultry, Inc., and Affiliated Island Grocers, Inc.
have reached a settlement of all claims pending between theses parties in the
United States District Court for the Middle District or Pennsylvania at Docket
No. 1:CV- 96-1451 and in the Superior Court of New Jersey (Essex County - Law
Division) at Docket No. ESX-L-9320-96.
ITEM 7. FINANCIAL STATEMENTS PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
No financial statements are being provided herewith. The following exhibits are
included herewith:
10. Subscription Agreement and Form of Debenture between Registrant and
Subscriber dated March 20, 1997.
ITEM 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S
On March 20, 1997 the Registrant accepted a subscription from and agreed to
issue to CYGNI S.A. ("Subscriber"), a foreign corporation domiciled in
Switzerland two 3 7/8% $75,000 convertible Debentures (the "Debentures")
pursuant to exemption from registration afforded by Regulation S as promulgated
by the Securities and Exchange Commission under the Securities Act of 1933, as
amended. The consideration ("Consideration") given by the Subscriber for the
issuance to it of the Debenture was $150,000, $75,000 of which has been paid to
the Registrant with the remaining $75,000 payable within 45 days thereafter.
Conversion Price on the Debentures is the lower of .75 times market prices on
the date of the Debenture or .70 times the average of market prices on the five
trading days preceding conversion (see Subscription Agreement and Debenture
included herewith as exhibits). The Debentures are expected to be forwarded to
the Subscriber off shore upon delivery of the Consideration, with conversion, if
any, not to take place until the requisite holding periods provided under
Regulation S are met, and the issuance of the Debentures and conversion are
conditioned and provided upon the representations made by the Subscriber in the
Subscription Agreement to this and other effects. There was no underwriter
involved in the described transaction.
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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 his behalf by the
undersigned hereunto duly authorized.
KRANTOR CORPORATION
By: /s/ Mitchell Gerstein
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Mitchell Gerstein, Vice Pres.
Dated: April 1, 1997
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Registration No. 0-19409
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
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KRANTOR CORPORATION
(Exact name of Company as specified in charter)
EXHIBITS
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EXHIBIT INDEX
No. Exhibit Page
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10. Subscription Agreement and Form of 6
Debenture between Registrant and
Subscriber dated March 20, 1997.
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