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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)April 19, 2013
THE MACERICH COMPANY
(Exact Name of Registrant as Specified in Charter)
| MARYLAND (State or Other Jurisdiction of Incorporation) | 1-12504 (Commission File Number) | 95-4448705 (IRS Employer Identification No.) |
401 Wilshire Boulevard, Suite 700, Santa Monica, California 90401
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code(310) 394-6000
N/A
(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 (see General Instruction A.2. below):
- o
- Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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- Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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- Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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- Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure.
On April 19, 2013, The Macerich Company (the "Company") made available to its stockholders its 2012 Annual Report, which included a letter to stockholders from Arthur M. Coppola, Chairman of the Board and Chief Executive Officer (the "Letter to Stockholders"). The Letter to Stockholders is attached hereto as Exhibit 99.1.
The information in this report (including Exhibit 99.1 hereto) is being "furnished" pursuant to Item 7.01 of Form 8-K and shall not be deemed to be "filed" with the Securities and Exchange Commission ("SEC") or incorporated by reference into any other filing with the SEC.
Forward-Looking Statements. The Letter to Stockholders contains statements that constitute forward-looking statements which can be identified by the use of words, such as "expects," "anticipates," "assumes," "projects," "estimated" and "scheduled" and similar expressions that do not relate to historical matters. Stockholders are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks, uncertainties and other factors that may cause actual results, performance or achievements of the Company to vary materially from those anticipated, expected or projected. Such factors include, among others, general industry, as well as national, regional and local economic and business conditions, which will, among other things, affect demand for retail space or retail goods, availability and creditworthiness of current and prospective tenants, anchor or tenant bankruptcies, closures, mergers or consolidations, lease rates, terms and payments, interest rate fluctuations, availability, terms and cost of financing and operating expenses; adverse changes in the real estate markets including, among other things, competition from other companies, retail formats and technology, risks of real estate development and redevelopment, acquisitions and dispositions; the liquidity of real estate investments, governmental actions and initiatives (including legislative and regulatory changes); environmental and safety requirements; and terrorist activities which could adversely affect all of the above factors. The reader is directed to the Company's various filings with the Securities and Exchange Commission, including the Annual Report on Form 10-K for the year ended December 31, 2012, for a discussion of such risks and uncertainties, which discussion is incorporated herein by reference. The Company does not intend, and undertakes no obligation, to update any forward-looking information to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events unless required by law to do so.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 The Macerich Company 2012 Annual Report Letter to Stockholders.
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Pursuant to the requirements of the Securities Exchange Act of 1934, The Macerich Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| THE MACERICH COMPANY | ||
By: THOMAS J. LEANSE | ||
April 19, 2013 Date | /s/ THOMAS J. LEANSE Senior Executive Vice President, Chief Legal Officer and Secretary |
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Exhibit No. | Description | ||
|---|---|---|---|
| 99.1 | The Macerich Company 2012 Annual Report Letter to Stockholders | ||
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EXHIBIT INDEX