Macerich Co - Prospectus filed pursuant to Rule 424(b)(7) (424B7)
October 09 2007 - 4:03PM
Edgar (US Regulatory)
Filed Pursuant to Rule 424(b)(7)
Registration No. 333-130993
PROSPECTUS SUPPLEMENT NO. 9
(To
Prospectus Dated January 12, 2006 and Prospectus Supplements Dated June 7,
June 21, June 29, July 19, August 6, August 20, September 6 and September 21,
2007)
10,417,253 Shares
Common Stock
This
prospectus supplement supplements the prospectus dated January 12, 2006 and the
prospectus supplements dated June 7, June 21, June 29, July 19, August 6,
August 20, September 6 and September 21, 2007 relating to the offer and sell
from time to time of up to 10,417,253 shares of common stock of The
Macerich Company by the selling stockholders named therein. This number of
shares includes 191,263 shares held by selling stockholders that were acquired
upon redemption of Units of The Macerich Partnership, L.P. and 10,225,990
shares constituting the maximum number of shares of our common stock that could
be issued upon conversion of $950,000,000 aggregate principal amount of our
3.25 % Convertible Senior Notes due 2012 (the Notes), subject to certain
adjustments.
Investing in the common stock involves risks. See Risk
Factors beginning on page S-2 of the prospectus supplement dated June 7,
2007.
We
will not receive any proceeds from the sale by the selling stockholders of the
common stock. We will pay all expenses of the registration of the common stock
and certain other expenses.
Neither the Securities and Exchange Commission nor any state
securities commission has approved or disapproved of these securities, or
determined if this prospectus supplement or the accompanying prospectus is
truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is October 9, 2007.
The
information appearing under the heading Selling Stockholders in the
prospectus supplement dated June 7, 2007 and in the prospectus supplements
dated June 21, June 29, July 19, August 6, August 20, September 6 and September
21, 2007 is hereby supplemented and, as appropriate, amended by the following
information. The number of shares of our common stock indicated for the listed
selling stockholders may be in excess of the 10,417,253 shares to which this
prospectus relates due to sales or transfers by selling stockholders of the
Notes in transactions exempt from the registration requirements under the
Securities Act of 1933 after the date on which the selling stockholders
provided us with information regarding their holdings of Notes.
Selling Stockholder
|
|
Shares Prior
to the
Offering
|
|
Shares Available
for Sale Under
this Prospectus
Supplement
|
|
Shares After
Completion of
the Offering(1)
|
|
|
|
|
|
|
|
|
|
Barclays Capital Securities Limited
|
|
80,731
|
|
80,731
|
|
0
|
|
Lydian Global Opportunities Master Fund
Ltd.(2)
|
|
182,991
|
|
182,991
|
|
0
|
|
Lydian Overseas Partners Master Fund
Ltd.(2)
|
|
559,738
|
|
559,738
|
|
0
|
|
Radcliffe SPC, Ltd.(3)
|
|
247,576
|
|
247,576
|
|
0
|
|
(1)
Assumes all shares available for sale under
this prospectus supplement are sold.
(2)
David Friezo has been identified by the
selling stockholder as the person who exercises voting power and investment
control of the Notes relating to the shares of common stock listed for the
selling stockholder.
(3)
Pursuant to an investment management
agreement, RG Capital Management, L.P. (RG Capital) serves as the investment
manager of Radcliffe SPC, Ltd.s Class A Segregated Portfolio. RGC Management
Company, LLC (Management) is the general partner of RG Capital. Steve
Katznelson and Gerald Stahlecker serve as the managing members of Management. Each
of RG Capital, Management and Messrs. Katznelson and Stahlecker disclaims
beneficial ownership of the securities owned by Radcliffe SPC, Ltd. for and on
behalf of the Class A Segregated Portfolio.
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