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):
October 21, 2012
ALEXANDER’S, INC.
(Exact Name of Registrant as Specified in Charter)
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Delaware |
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No. 001-06064 |
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No. 51-0100517 |
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(State or Other |
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(Commission |
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(IRS Employer |
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Jurisdiction of |
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File Number) |
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Identification No.) |
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Incorporation) |
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210 Route 4 East |
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07652 |
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(Address of Principal Executive offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (201) 587-8541
Former name or former address, if changed since last report: N/A
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 Instructions A.2.):
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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 1.01. Entry Into a Material Definitive Agreement.
On October 21, 2012, Alexander’s Kings Plaza LLC, Alexander’s of Kings LLC and Kings Parking LLC, indirect wholly-owned subsidiaries of Alexander's, Inc. (collectively, the “Contributors”) entered into a Contribution Agreement (the “Agreement”) with Brooklyn Kings Plaza, LLC, a wholly owned subsidiary of The Macerich Company, (the “Contributee”), whereby the Contributors have agreed to contribute to the Contributee, their interests in the 1.2 million square foot Kings Plaza Regional Shopping Center, Brooklyn, New York. Under the Agreement, the Contributors will receive $751 million of consideration, of which up to $30 million may be payable in common shares of The Macerich Company, at the option of the Contributors. The Agreement contains customary representations, warranties, covenants, and indemnification for breaches of representations and warranties and other matters. The transaction, which is subject to customary closing conditions, is expected to be completed in the fourth quarter.
On October 22, 2012, Alexander's, Inc. issued a press release related to the Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release of Alexander’s, Inc. dated October 22, 2012
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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 hereunto duly authorized.
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ALEXANDER’S, INC. | ||
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(Registrant) | ||
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By: |
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Name: |
Joseph Macnow |
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Title: |
Executive Vice President and Chief Financial Officer |
Date: October 22, 2012
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EXHIBIT 99.1
CONTACT: JOSEPH MACNOW
(201) 587-8541
FOR IMMEDIATE RELEASE – October 22, 2012
Alexander’s to Sell Kings Plaza Mall
for $751 Million
PARAMUS, NEW JERSEY...ALEXANDER’S, INC. (New York Stock Exchange: ALX) announced today that it has entered into an agreement to sell the Kings Plaza Mall, Brooklyn, New York to The Macerich Company (NYSE: MAC), for $751 million. Net proceeds from the sale will be approximately $481 million after repaying the existing loan and closing costs.
The financial statement gain will be approximately $602 million. The tax gain will be approximately $624 million, which is expected to be paid out to stockholders as a special long-term capital gain dividend.
The sale, which is subject to customary closing conditions, is expected to be completed in the fourth quarter.
Alexander’s, Inc. is a real estate investment trust that has seven properties in the greater New York City metropolitan area.
Certain statements contained herein may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, risks associated with the timing of and costs associated with property improvements, financing commitments and general competitive factors.