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EX-99.1 - EX-99.1 - FOREST CITY ENTERPRISES INCdex991.htm

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):                                                                July 13, 2011

 

Forest City Enterprises, Inc.

 

 

(Exact name of registrant as specified in its charter)

 

Ohio   1-4372   34-0863886

                                               

(State or other jurisdiction

of incorporation)

 

                           

(Commission

File Number)

 

                               

(I.R.S. Employer

Identification No.)

  Terminal Tower, 50 Public Square, Suite 1100, Cleveland, Ohio   44113

                                                                         

     (Address of principal executive offices)

 

                      

(Zip Code)

 

    Registrant’s telephone number, including area code:

                216-621-6060

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:

[  ]  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))


Item 8.01 Other Events.

 

On July 13, 2011, Forest City Enterprises, Inc. (the “Company”) issued a press release to announce the pricing of its private offering of $300 million aggregate principal amount of 4.25% Convertible Senior Notes due 2018 (the “Notes”). The Company has also granted the initial purchasers of the Notes a 13-day option to purchase up to an additional $50 million aggregate principal amount of the Notes to cover overallotments, if any.

 

A copy of the press release is “furnished” as Exhibit 99.1 to this Current Report on Form 8-K. The information in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, or the Exchange Act.

 

 

Item 9.01 Exhibits.

 

(d) Exhibits

 

 

Exhibit No.

 

  

Description

 

99.1         -    Press release dated July 13, 2011, announcing the pricing of the Company’s private offering of Notes.


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.

 

FOREST CITY ENTERPRISES, INC.

 By: /s/ Robert G. O’Brien

------------------------------------------------

Name:     Robert G. O’Brien
Title:     Executive Vice President, Chief Financial Officer
    and Treasurer

Date: July 13, 2011


EXHIBIT INDEX

 

Exhibit No.

 

  

Description

 

99.1         -    Press release dated July 13, 2011, announcing the pricing of the Company’s private offering of Notes.