Attached files
| file | filename |
|---|---|
| EX-3.1 - EX-3.1 - RPT Realty | k50264exv3w1.htm |
| EX-3.2 - EX-3.2 - RPT Realty | k50264exv3w2.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 5, 2011
RAMCO-GERSHENSON PROPERTIES TRUST
(Exact name of registrant as specified in its charter)
Maryland
(State or other jurisdiction of incorporation)
| 1-10093 | 13-6908486 | |
| (Commission File Number) | (IRS Employer Identification No.) |
| 31500 Northwestern Highway, Suite 300, Farmington Hills, Michigan | 48334 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (248) 350-9900
Not applicable
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Item 5.03 | Amendments to the Articles of Incorporation or Bylaws; Changes in Fiscal Year |
On April 4, 2011, the Board of Trustees of Ramco-Gershenson Properties Trust (the
“Company”) approved Articles of Amendment (the “Articles of Amendment”)
amending the Company’s Declaration of Trust to increase the number of the
Company’s authorized common shares of beneficial interest from 45,000,000 to
60,000,000 common shares. The Articles of Amendment were filed with the State
Department of Assessments and Taxation of Maryland (the “Department”) on, and
effective as of, April 5, 2011. A copy of the Articles of Amendment is attached as Exhibit
3.1 to this Current Report on Form 8-K and is incorporated herein by reference.
On April 5, 2011, the Company also filed Articles
Supplementary (the “Articles Supplementary”) to its Declaration of Trust with the Department, effective upon
filing, to classify 1,840,000 of the Company’s authorized but unissued, unclassified and undesignated preferred
shares of beneficial interest as 7.25% Series D Cumulative Convertible
Perpetual Preferred Shares of Beneficial Interest, par value $0.01 per share. A copy of the Articles Supplementary is attached
as Exhibit 3.2 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits. |
3.1
|
Articles of Amendment, as filed with the State Department of Assessments and Taxation of Maryland on April 5, 2011. | |
3.2
|
Articles Supplementary, as filed with the State Department of Assessments and Taxation of Maryland on April 5, 2011. |
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.
| RAMCO-GERSHENSON PROPERTIES TRUST |
||||
| Date: April 5, 2011 | By: | /s/ Gregory Andrews | ||
| Gregory Andrews | ||||
| Chief Financial Officer | ||||
EXHIBIT INDEX
| Exhibit | Description | |
3.1
|
Articles of Amendment, as filed with the State Department of Assessments and Taxation of Maryland on April 5, 2011. | |
3.2
|
Articles Supplementary, as filed with the State Department of Assessments and Taxation of Maryland on April 5, 2011. |