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
April 26, 2002
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Date of Report (Date of Earliest Event Reported)
AMERICAN REALTY INVESTORS, INC.
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(Exact Name of Registrant as Specified in its Charter)
Nevada 1-15663 75-2847135
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(State of Incorporation) (Commission (IRS Employer
File No.) Identification No.)
1800 Valley View Lane, Suite 300, Dallas, TX 75234
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (469) 522-4200
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ITEM 5. OTHER EVENTS
On April 26, 2002, the Registrant sent a letter to the Board of Trustees of
Prime Group Realty Trust ("Prime Group") proposing that the Registrant and Prime
Group explore a business combination. On May 1, 2002, Prime Group issued a press
release indicating that it had referred the Registrant's letter to its Board of
Trustees and
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to its financial advisors for consideration. Thereafter, on May 2, 2002, Prime
Group announced that it had agreed to sell its office properties in one or more
material transactions. The Registrant has had no discussions with Prime Group or
its financial advisors since the delivery of the Registrant's proposal to
explore a business combination or since the announcement of Prime Group's
agreement to sell its office properties.
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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 hereto duly authorized.
AMERICAN REALTY INVESTORS, INC.
Date: May 9, 2002 By: /s/ RONALD E. KIMBROUGH
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Ronald E. Kimbrough
Executive Vice President and
Chief Financial Officer
(Principal Financial and Accounting
Officer and Acting Principal
Executive Officer)
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