UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 24, 2006
DVL, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-8356 13-2892858
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
70 East 55th Street, 7th Floor, New York, NY 10022
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 350-9900
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(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13a-4(c))
Item 1.01 Entry into a Material Definitive Agreement
On October 24, 2006, the town of Kearny, New Jersey (the "Town"), approved an
agreement (the "Agreement") between DVL, Inc. (the "Company") and the Town,
pursuant to which the Town agreed to designate DVL as the conditional
redeveloper of a portion of the Passaic Avenue Redevelopment Area located in the
Town (such portion, the "Property"), a substantial portion of which Property is
currently owned by the Company. The conditional designation shall remain in
effect until the earlier of January 15, 2007 or the date of execution and
delivery by the parties of a definitive redevelopment agreement. Pursuant to the
Agreement, among other things, the Company is required to obtain letters of
interest from prospective tenants and lenders or other financing sources,
prepare conceptual plans and a developmental timetable and negotiate with an
adjacent property owner. In addition, the Agreement requires the Company during
the conditional designation period to negotiate the terms of a definitive
redevelopment agreement; provided, however, that the Agreement expressly
provides that the Town is under no obligation to enter into such a definitive
redevelopment agreement with the Company. The Agreement is terminable by the
Town on seven days written notice for failure by the Company to comply with the
terms of the Agreement. In addition, the Company has the right to terminate the
Agreement prior to December 15, 2006 if its due diligence investigation of the
Property proves to be unsatisfactory for any reason. There can be no assurance
that the Town will elect to enter into a definitive redevelopment agreement with
the Company pursuant to which the Company will be designated as the redeveloper
of the Property, that the Town and the Company can negotiate and enter into a
definitive redevelopment agreement on terms acceptable to the Company, that the
Company will satisfactorily complete its due diligence investigation of the
Property or that the Company will be able to obtain financing to fund the
development of the Property on acceptable terms or at all or that the Company
will be able to meet all of the other required criteria pursuant to the
Agreement. Under the Agreement, the Company agreed to pay the Town's costs and
expenses and the Company deposited $10,000 in escrow to cover such costs and
expenses, which could exceed the amount of such escrowed funds.
Signature
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.
DVL, INC.
By: /s/ Henry Swain
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Name: Henry Swain
Title: Executive Vice President
and Chief Financial Officer
Date: October 27, 2006