-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IkqPU7MUPXD6Uyxjs5Cqi+AV3N1cGAE/9MZlmw9ustyeD9LjU5y4aJ3UPeTT6f0q ZG2N++FPGdX5mTcykpGjAw== 0000845613-00-000001.txt : 20000202 0000845613-00-000001.hdr.sgml : 20000202 ACCESSION NUMBER: 0000845613-00-000001 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000113 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000113 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FRANKLIN SELECT REALTY TRUST CENTRAL INDEX KEY: 0000845613 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 943095938 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12708 FILM NUMBER: 506669 BUSINESS ADDRESS: STREET 1: 2000 ALAMEDA DE LAS PULGAS CITY: SAN MATEO STATE: CA ZIP: 94404 BUSINESS PHONE: 6503123000 MAIL ADDRESS: STREET 1: P O BOX 7777 CITY: SAN MATEO STATE: CA ZIP: 94403-7777 FORMER COMPANY: FORMER CONFORMED NAME: FRANKLIN SELECT REAL ESTATE INCOME FUND DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FRANKLIN CALIFORNIA REAL ESTATE FUND DATE OF NAME CHANGE: 19890307 8-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of Report (date of earliest event reported): January 13, 2000 ----------------- FRANKLIN SELECT REALTY TRUST - ---------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) CALIFORNIA 1-12708 94-3095938 - ---------------------------------------------------------------------- State or other Commission File Number IRS Employer jurisdiction of Identification Number incorporation 777 MARINER'S ISLAND BLVD. , SAN MATEO, CA 94404 - ---------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (650) 312-3000 ITEM 5. OTHER EVENTS. On January 13, 2000, Franklin Select Realty Trust issued the press release attached hereto as Exhibit 99.1 and incorporated by reference herein. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Press Release. 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 heretofore duly authorized. Dated: January 13, 2000 FRANKLIN SELECT REALTY TRUST By: /s/ David P, Goss David P. Goss President EXHIBIT INDEX EXHIBIT NO. DESCRIPTION 99.1 Press Release. EXHIBIT 99.1 FROM: Franklin Properties, Inc. Internet: http://www.frk.com/properties Tel: (650) 312-5824 Contact: David Goss For Immediate Release FRANKLIN SELECT REALTY TRUST ANNOUNCES SHAREHOLDER SUIT DEVELOPMENTS SAN MATEO, CA, January 13, 2000 -- FRANKLIN SELECT REALTY TRUST (AMEX:FSN) (the "Company") today announced that the Company has reached preliminary agreements in principle with the plaintiffs and other involved parties regarding possible settlement of its two pending shareholder lawsuits, which were previously disclosed in the Company's public filings and referred to as the Hodge Lawsuit and the Vigneau Lawsuit. Efforts to finalize these settlements are ongoing. In its Quarterly Report on Form 10-Q for the quarter ended September 30, 1999, the Company disclosed that it would recognize a $750,000 reserve, based on management's assessment at that time of potential liability with respect to the shareholder litigation. Based on management's current assessment of potential liability with respect to the shareholder litigation, the Company expects to increase its reserve relating to the shareholder litigation from $750,000 to $2,100,000 for the quarter ending December 31, 1999. The successful conclusion of each of these settlement efforts would require that the parties enter into a written agreement with respect to all of the terms of the settlement, that the relevant court certify a class for settlement purposes and approve the mailing of notice to the class, that the court determine that the settlement is fair, reasonable and adequate after a hearing at which class members may appear and be heard, and that certain other conditions are met, a process that would take many months to complete. The Company expects that the costs of defense and settlement of the Hodge Lawsuit and the Vigneau Lawsuit would be funded by insurance coverage, contributions from certain other defendants, and contributions from the Company. No assurance can be given as to the outcome of the settlement efforts. If the settlement efforts are not successful, the Company will continue to pursue its vigorous defense of the litigation. On October 12, 1999, the Company announced that it had signed an agreement to sell its remaining real estate assets to Value Enhancement Fund III, LLC (the "Asset Sale"). On December 14, 1999, the Company sent a proxy statement to its shareholders relating to the special shareholder meeting scheduled for January 25, 2000 to consider and approve the Asset Sale and the liquidation, winding up and dissolution of the Company. If the shareholder proposals are approved, the Asset Sale is expected to close promptly after the special meeting of shareholders. The Company continues to expect, as stated in the proxy statement, that it will pay an initial liquidating distribution to the Company's shareholders of approximately $7.11 per Series A common share as soon as practicable after the closing of the Asset Sale. The Company also stated that it would retain an amount of cash and other assets on hand, as they may exist at the time of the closing of the Asset Sale, to meet its obligations, including its then-existing and known or unknown contingent liabilities, as well as the costs of dissolution. The Company stated in the proxy statement, and continues to believe, that it is not possible to determine how much, if any, of the remainder of the Company's assets will ultimately be available for distribution to shareholders in connection with the dissolution of the Company. Forward-Looking Statements and Risk Factors: When used in this press release and in oral statements made with the approval of an authorized executive officer, the words or phrases "expects", "anticipates", "estimates", "projects" or variations of such expressions or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are based on a number of beliefs, estimates and assumptions that could cause actual results to differ materially from those expressed in such forward-looking statements. There can be no assurance that the forward-looking statements will prove to be accurate. Such risks and uncertainties include the actions of third parties, the timely consummation of the Asset Sale, the timing and implementation of the Company's plan of dissolution, the Company's ability to maintain its real estate investment trust status, general industry and economic conditions, changes in applicable laws, rules and regulations (including tax laws) and those specific risks that are detailed in the Company's Proxy Statement filed with the SEC on December 14, 1999 and in the Company's periodic SEC reports, including, but not limited to, its Annual Report on Form 10-K for the year ended December 31, 1998. The Company will not undertake and specifically declines any obligation to release publicly any data or information, the result of which might be to revise any forward-looking statements to reflect events or circumstances which have arisen after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. Franklin Select Realty Trust is a publicly traded equity REIT advised by Franklin Properties Inc., a wholly owned subsidiary of Franklin Resources, Inc. (NYSE:BEN). Franklin's headquarters are located at 777 Mariners Island Boulevard, San Mateo, California 94404. ### -----END PRIVACY-ENHANCED MESSAGE-----