SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) July 10, 1998
(July 1, 1998)
THE MACERICH COMPANY
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(Exact Name of Registrant as Specified in Charter)
MARYLAND 1-12504 95-4448705
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
401 WILSHIRE BOULEVARD, SUITE 700, SANTA MONICA, CA 90401
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(Address of Principal Executive Offices)
Registrant's telephone number, including area code (310) 394-6911
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N/A
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(Former Name or Former Address, if Changed Since Last Report)
Item 2. ACQUISITION OR DISPOSITION OF ASSETS
On July 1, 1998, a majority owned subsidiary of The Macerich
Company (the "Registrant") acquired Westside Pavilion, a regional mall
containing approximately 750,000 square feet. The seller was Westpal L.L.C.,
a Delaware Limited Liability Corporation ("Seller"). The assets acquired
include, among other things, real property, the buildings and improvements
located thereon, certain lease interests, tangible and intangible personal
property and rights related thereto.
The purchase price was approximately $170.5 million, and was
determined in good faith, arms length negotiations between Registrant and the
Seller. In negotiating the purchase price the Registrant considered, among
other factors, the mall's historical and projected cash flow, the nature and
term of existing tenancies and leases, the current operating costs, the
expansion availability, the physical condition of the property, and the terms
and conditions of available financing. No independent appraisals were
obtained by the Registrant. The purchase price was funded by a new loan of
$100.0 million and $70.5 million in cash. The Registrant intends to continue
operating the mall as currently operated and leasing the space therein to
national and local retailers.
The description contained herein of the transaction described above
does not purport to be complete and is qualified in its entirety by reference
to the Purchase Agreement which is filed as Exhibit 2.1 hereto.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial statements of Business Acquired *
(b) Pro Forma Financial Statements *
(c) Exhibits
2.1 Agreement of purchase and sale of Westside Pavilion
date March 27, 1998 between Wespal L.L.C. and MR
Westside Limited Partnership
* It is impracticable to provide the financial statements and pro forma
financial information regarding the acquisition of the Westside Pavilion.
The required financial statements and pro forma financial information will be
filed under cover of Form 8-K/A as soon as possible, but not later than 60
days after the date on which this current report on form 8-K must be filed.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, The
Macerich Company has duly caused this report to be signed on its behalf by
the undersigned, hereunto duly authorized, in the City of Santa Monica, State
of California, on July 10, 1998.
THE MACERICH COMPANY
By: /s/Thomas E. O'Hern
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Thomas E. O'Hern
Senior Vice President and
Chief Financial Officer
EXHIBIT INDEX
EXHIBIT NO. DOCUMENT PAGE
2.1 Agreement of purchase and sale and dated March 27, 1998
between MR Westside Limited Partnership and Wespal L.L.C.,
a Delaware Limited Liability Corporation.