- Current report filing (8-K)
February 22 2010 - 5:02PM
Edgar (US Regulatory)
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):
February 22,
2010
THE
MACERICH COMPANY
(Exact Name of
Registrant as Specified in its Charter)
Maryland
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1-12504
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95-4448705
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(State or Other
Jurisdiction of
Incorporation or Organization)
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(Commission File
Number)
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(I.R.S. Employer
Identification No.)
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401
Wilshire Boulevard
Suite 700
Santa Monica, California
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90401
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(Address of
Principal Executive Offices)
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(Zip Code)
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(310) 394-6000
(Registrants Telephone Number, Including Area Code)
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:
o
Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other
Events.
On February 22, 2010, The Macerich Company
(the Company) filed with the U.S. Securities and Exchange Commission (the SEC)
a prospectus supplement dated February 22, 2010 (the February Prospectus
Supplement) to its prospectus dated November 26, 2008, which was included
in its automatic shelf registration statement on Form S-3 (No. 333-155742)
(the Registration Statement). The February Prospectus Supplement relates
to the resale of
935,358
shares of the Companys common stock underlying a warrant the Company
previously issued on September 30, 2009
.
The Company is filing
this Current Report on Form 8-K to provide the legal opinions of its
counsel, Venable LLP and OMelveny & Myers LLP, relating to the February Prospectus
Supplement.
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number
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Description
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5.1
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Opinion of Venable LLP
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8.1
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Opinion of
OMelveny & Myers LLP
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23.1
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Consent of Venable LLP
(included in Exhibit 5.1)
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23.2
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Consent of
OMelveny & Myers LLP (included in Exhibit 8.1)
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2
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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THE
MACERICH COMPANY
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(Registrant)
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Date:
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February 22,
2010
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By:
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/s/ Richard A.
Bayer
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Richard A. Bayer
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Senior Executive Vice President,
Chief Legal Officer and Secretary
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3
EXHIBIT INDEX
Exhibit
No.
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Description
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5.1
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Opinion
of Venable LLP
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8.1
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Opinion
of OMelveny & Myers LLP
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|
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23.1
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Consent
of Venable LLP (included in Exhibit 5.1)
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|
|
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23.2
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Consent
of OMelveny & Myers LLP (included in Exhibit 8.1)
|
4
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