Exhibit 99.2
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other on behalf of each of them an amended statement on Schedule 13D with respect to the Class B Common Stock, $.33 1/3 par value per share, of Forest City Enterprises, Inc. beneficially owned by each of them. This Joint Filing Agreement shall be included as an exhibit to such Schedule 13D.
IN WITNESS WHEREOF, the undersigned have executed this Joint Filing Agreement as of the 27th day of December, 2013.
RMS, Limited Partnership
|
/s/ Joan K. Shafran |
Joan K. Shafran, a general partner |
|
/s/ Abraham Miller |
Abraham Miller, a general partner |
|
/s/ Sam Miller |
Sam Miller, Trustee, a general partner |
|
/s/ Charles A. Ratner |
Charles A. Ratner, a general partner |
|
/s/ Ronald A. Ratner |
Ronald A. Ratner, a general partner |
|
/s/ Deborah Ratner Salzberg |
Deborah Ratner Salzberg, a general partner |
|
/s/ Brian Ratner |
Brian Ratner, a general partner |
POWELL PARTNERS, LIMITED, an Ohio limited liability company
|
/s/ Joseph M. Shafran |
Joseph M. Shafran, Trustee, a member |
|
/s/ Joan K. Shafran |
Joan K. Shafran, a member |
|
/s/ Paula Shafran Krulak |
Paula Shafran Krulak, a member |
SHAREHOLDERS
Albert Ratner Trust Agreement dated August 17, 1985, as
amended and restated
Brian J. Ratner Trust Agreement dated August 18, 1986,
Revocation and Re-Creation of Trust and Restatement dated
February 3, 2005, as amended and restated
Max Ratner 1988 Grandchildren’s Trust Agreement dated
December 21, 1988 FBO Daniel G. Ratner
Max Ratner 1988 Grandchildren’s Trust Agreement dated
December 21, 1988 FBO Daniel E. Ratner
Max Ratner 1988 Grandchildren’s Trust Agreement dated
December 21, 1988 FBO Matthew Ratner
Max Ratner 1988 Grandchildren’s Trust Agreement dated
December 21, 1988 FBO Sarah Ratner
Mark Ratner 1986 Family Trust Agreement dated
December 18, 1986 FBO Daniel E. Ratner
Mark Ratner 1989 Irrevocable Trust Agreement dated May 9, 1989
FBO Daniel E. Ratner
Signing as Trustee of the above Trusts:
|
/s/ Albert Ratner |
Albert Ratner, Trustee, a shareholder |
Deborah Ratner Salzberg Revocable Trust Agreement dated
February 9, 1987, as amended and restated
Albert B. Ratner 1989 Grandchildren’s Trust Agreement dated
June 12, 1989 FBO Anna Salzberg
Albert B. Ratner 1989 Grandchildren’s Trust Agreement dated
June 12, 1989 FBO Eric Salzberg
Trust Agreement of Anna Salzberg dated September 30, 2009
Max Ratner Family 1999 Irrevocable Trust Agreement dated
December 28, 1999 FBO Adam Ratner
Abraham Miller 2012 Family Trust Agreement dated
December 21, 2012 FBO Max Miller
Abraham Miller 2012 Family Trust Agreement dated
December 21, 2012 FBO Jacob Miller
Signing as Trustee of the above Trusts:
|
/s/ Deborah Ratner Salzberg |
Deborah Ratner Salzberg, Trustee, a shareholder |
Emily F. Ratner Revocable Trust Agreement dated August 15, 2007
|
/s/ Emily Ratner |
Emily Ratner, Co-Trustee, a shareholder |
|
/s/ Tawny Ratner |
Tawny Ratner, Co-Trustee, a shareholder |
Trust Agreement of Anna Salzberg dated September 30, 2009
|
/s/ Anna Salzberg |
Anna Salzberg, Trustee, a shareholder |
Brian J. Ratner Trust Agreement dated August 18, 1986,
Revocation and Re-Creation of Trust and Restatement dated
February 3, 2005, as amended and restated
Albert B. Ratner 1986 Grandchildren’s Trust Agreement dated
December 29, 1986 FBO David Ratner
Albert B. Ratner 1989 Grandchildren’s Trust Agreement dated
June 12, 1989 FBO David Ratner
Albert B. Ratner 1989 Grandchildren’s Trust Agreement dated
June 12, 1989 FBO Emily Ratner
David J. Ratner Trust Agreement dated May 4, 2008
Max Ratner Family 1999 Irrevocable Trust Agreement dated
December 28, 1999 FBO Adam Ratner
Signing as Trustee of the above Trusts:
|
/s/ Brian Ratner |
Brian Ratner, Trustee, a shareholder |
David J. Ratner Trust Agreement dated May 4, 2008
|
/s/ David J. Ratner |
David J. Ratner, Trustee, a shareholder |
Max Ratner 1986 Family Trust Agreement dated December 18,
1986 FBO Adam Ratner
Max Ratner 1988 Grandchildren’s Trust Agreement dated December 21,
1988 FBO Matthew Ratner
Max Ratner 1988 Grandchildren’s Trust Agreement dated December 21,
1988 FBO Sarah Ratner
Mark Ratner Trust Agreement dated December 5, 1983 FBO
Daniel E. Ratner
Stacy Ratner 1994 Trust Agreement dated March 26, 1994, as
amended and restated
Daniel E. Ratner 1994 Trust Agreement dated March 26, 1994
James Ratner Trust Agreement dated December 5, 1983 FBO
Austin G. Ratner
Daniel G. Ratner Revocable Trust Agreement dated July 29, 1993,
as amended and restated
Signing as Trustee of the above Trusts:
|
/s/ Charles A. Ratner |
Charles A. Ratner, Trustee, a shareholder |
Kevin Ratner 1986 Trust Agreement dated December 18, 1986, as
amended and restated
Signing as Trustee of the above Trusts:
|
/s/ Kevin Ratner |
Kevin Ratner, Trustee, a shareholder |
Rachel Ratner 1988 Trust Agreement dated November 26, 1988
Signing as Trustee of the above Trusts:
|
/s/ Rachel Ratner |
Rachel Ratner, Trustee, a shareholder |
Max Ratner 1986 Family Trust Agreement dated December 18,
1986 FBO Adam Ratner
Max Ratner 1986 Family Trust Agreement dated December 18,
1986 FBO Sarah Ratner
Max Ratner 1988 Grandchildren’s Trust Agreement dated
December 21, 1988 FBO Daniel E. Ratner
Stacy Ratner 1994 Trust Agreement dated March 26, 1994, as
amended and restated
Daniel E. Ratner 1994 Trust Agreement dated March 26, 1994
Albert B. Ratner 1989 Grandchildren’s Trust Agreement dated
June 12, 1989 FBO David Ratner
Albert B. Ratner 1989 Grandchildren’s Trust Agreement dated
June 12, 1989 FBO Emily Ratner
Albert B. Ratner 1989 Grandchildren’s Trust Agreement dated
June 12, 1989 FBO Anna Salzberg
Albert B. Ratner 1989 Grandchildren’s Trust Agreement dated
June 12, 1989 FBO Eric Salzberg
Signing as Trustee of the above Trusts:
|
/s/ James Ratner |
James Ratner, Trustee, a shareholder |
Austin G. Ratner 1992 Trust Agreement dated January 5, 1992, as
amended and restated
|
/s/ Austin G. Ratner |
Austin G. Ratner, Trustee, a shareholder |
Daniel G. Ratner Revocable Trust Agreement dated July 29, 1993,
as amended and restated
|
/s/ Daniel G. Ratner |
Daniel G. Ratner, Trustee, a shareholder |
Max Ratner 1988 Grandchildren’s Trust Agreement dated
December 21, 1988 FBO Daniel G. Ratner
Kevin Ratner 1986 Trust Agreement dated December 18, 1986, as
amended and restated
Rachel Ratner 1988 Trust Agreement dated November 26, 1988
Jonathan Ratner 1992 Trust Agreement dated January 2, 1992
Mark Ratner Trust Agreement dated December 5, 1983 FBO
Daniel E. Ratner
James Ratner Revocable Trust Agreement dated December 4,
1981, as amended and restated
James Ratner Trust Agreement dated December 5, 1983 FBO
Austin G. Ratner
Signing as Trustee of the above Trusts:
|
/s/ Ronald A. Ratner |
Ronald A. Ratner, Trustee, a shareholder |
|
/s/ Sam Miller |
Sam Miller, Trustee, a shareholder |
Trust Agreement of Jacob Andrew Miller dated March 12, 2010
Ruth Miller 1989 Grandchildren’s Trust Agreement dated
December 5, 1989 FBO Jacob Miller
Ruth Miller 1989 Grandchildren’s Trust Agreement dated
December 1, 1989 FBO Max Miller
Ruth Miller 1989 Grandchildren’s Trust Agreement dated
December 1, 1989 FBO Elena Miller
Ruth Miller 1995 Irrevocable Trust Agreement dated
December 28, 1995 FBO Elena Miller
Signing as Trustee of the above Trusts:
|
/s/ Abraham Miller |
Abraham Miller, Trustee, a shareholder |
Trust Agreement of Jacob Andrew Miller dated March 12, 2010
|
/s/ Jacob Miller |
Jacob Miller, Trustee, a shareholder |
|
/s/ Max Miller |
Max Miller, a shareholder |
Gabrielle Miller Trust Agreement dated November 29, 1985, as
amended and restated
Ruth Miller GST Exempt Trust Agreement dated July 5, 1985
FBO Richard Miller
Ruth Miller 1989 Grandchildren’s Trust Agreement dated
December 1, 1989 FBO Caroline Miller
Ruth Miller 1989 Grandchildren’s Trust Agreement dated
December 1, 1989 FBO Eli Miller
Ruth Miller 1989 Grandchildren’s Trust Agreement dated
December 1, 1989 FBO Pesha Miller
Signing as Trustee of the above Trusts:
|
/s/ Richard Miller |
Richard Miller, Trustee, a shareholder |
Ruth Miller GST Exempt Trust Agreement dated July 5, 1985
FBO Gabrielle Miller
Ruth Miller 1995 Irrevocable Trust Agreement dated
December 28, 1995 FBO Elena Miller
Signing as Trustee of the above Trusts:
|
/s/ Gabrielle Miller |
Gabrielle Miller, Trustee, a shareholder |
Ruth Miller 1989 Grandchildren’s Trust Agreement dated
December 1, 1989 FBO Elena Miller
|
/s/ Aaron Miller |
Aaron Miller, Trustee, a shareholder |
Abraham Miller 2009 Irrevocable Trust Agreement dated
December 28, 2009
|
/s/ Robert Gephart |
Robert Gephart, Trustee, a shareholder |
The Berimore Company, P.L.L.
|
/s/ Joan K. Shafran |
Joan K. Shafran, its Executive Managing Partner, a shareholder |