CDR Cedar Realty Trust

Filed: 25 Jun 21, 4:26pm





Washington, DC 20549






Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 21, 2021




(Exact Name of Registrant as Specified in its Charter)




(State or Other Jurisdiction

of Incorporation)


001-31817 42-1241468


File Number)


(IRS Employer

Identification No.)

928 Carmans Road

Massapequa, New York 11758

(Address of Principal Executive Offices) (Zip Code)

(516) 767-6492

(Registrant’s Telephone Number, Including Area Code)

44 South Bayles Avenue

Port Washington, New York 11050

(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 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class





Name of each exchange

on which registered

Common Stock, $0.06 par value CDR New York Stock Exchange
7-1/4% Series B Cumulative Redeemable Preferred Stock, $25.00 Liquidation Value CDRpB New York Stock Exchange
6-1/2% Series C Cumulative Redeemable Preferred Stock, $25.00 Liquidation Value CDRpC New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter) Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




Item 2.01. Completion of Acquisition or Disposition of Assets.

On June 21, 2021, Cedar Realty Trust, Inc. (the “Company”) through one of its subsidiaries completed the sale to an unaffiliated third party of the Camp Hill Shopping Center, a 423,671 square foot grocery-anchored shopping center located in Camp Hill, Pennsylvania. The gross sales price for the property was approximately $89.7 million, before customary closing and transaction costs.    The Company expects to record an aggregate gain of approximately $49 million in the second quarter of 2021 in connection with the sale of the Camp Hill property. There were no material relationships among the Company, the buyer, or any of their respective affiliates.

Item 9.01. Financial Statements and Exhibits.

(b) Pro forma financial information.

The pro forma financial information of the Company as adjusted to give effect to the sale of Camp Hill Shopping Center is presented in the unaudited pro forma condensed consolidated financial statements filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

(d) Exhibits


99.1  Unaudited Pro Forma Condensed Consolidated Financial Statements
104  Cover Page Interactive Data File (embedded within the Inline XBRL document)


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: June 25, 2021  CEDAR REALTY TRUST, INC.

/s/ Bruce J. Schanzer

   Name: Bruce J. Schanzer
   Title: President and Chief Executive Officer