CLEVELAND,
June 27, 2012 /PRNewswire/ -- Forest
City Enterprises, Inc. today announced its intention to offer,
subject to market and other conditions, 7.375 percent Senior Notes
Due 2034 (NYSE: FCY) (the "Notes").
(Logo:
http://photos.prnewswire.com/prnh/20080515/FRSTCTYLOGO )
The Notes are being offered as additional notes under an
indenture pursuant to which the company issued $100 million aggregate principal amount of 7.375
percent Senior Notes Due 2034 on February
10, 2004. The Notes being offered and those previously
issued will be treated as a single series of debt securities under
the indenture. The terms of the Notes, other than their issue date
and public offering price, will be identical to the previously
issued notes and will trade interchangeably with the previously
issued notes. The Notes may be redeemed by Forest City at any time
at a redemption price equal to the principal amount plus any
accrued and unpaid interest. The Notes will be general senior
unsecured obligations of Forest City Enterprises, Inc.
Forest City expects to grant the underwriters a 30-day
option to purchase additional Notes to cover
overallotments.
Forest City intends to use the net proceeds from this
offering to redeem a portion of its outstanding 7.625 percent
Senior Notes Due June 1, 2015.
Pending application of the net proceeds, the net proceeds will be
held in an escrow account and invested in short-term, investment
grade, interest-bearing securities.
Forest City understands that, upon commencement of the
offering, trading of the Notes (NYSE: FCY) will be halted on the
NYSE. The common stock of Forest City Enterprises, Inc.
(NYSE: FCEA and FCEB) will continue to trade on the
NYSE.
The Notes will be offered and sold under Forest City's
shelf registration statement filed with the Securities and Exchange
Commission (SEC) on December 9, 2011,
which was effective upon filing. A preliminary prospectus
supplement related to the offering has been filed with the SEC and
is available on the SEC's web site at http://www.sec.gov. Printed
copies of the prospectus supplement relating to this offering, when
available, and the accompanying prospectus may also be obtained by
requesting copies from Morgan Stanley & Co. LLC, Merrill Lynch,
Pierce, Fenner & Smith Incorporated, or Barclays Capital Inc.
by calling Morgan Stanley & Co. LLC toll free at
1-866-718-1649, calling Merrill Lynch, Pierce, Fenner & Smith
Incorporated toll free at 1-800-294-1322, or calling Barclays
Capital Inc. toll free at 1-888-603-5847.
No Solicitation
This press release shall not constitute an offer to sell
or a solicitation of an offer to buy any securities nor shall there
be any sale of these securities in any state or other jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any
such state or other jurisdiction.
Corporate Description
Forest City Enterprises, Inc. is an NYSE-listed national real
estate company with $10.5 billion in
total assets. The company is principally engaged in the ownership,
development, management and acquisition of commercial and
residential real estate and land throughout the United States.
Safe Harbor Language
Statements made in this press release regarding the proposed
issuance of the Notes are forward-looking statements. The Company
may be unable to issue any Notes or may determine to offer and sell
debt securities with different terms from the Notes. Risks and
other factors that could cause the offering not to be completed or
to be completed with different terms, include changes in market
conditions, changes in the level and volatility of interest rates,
a credit rating downgrade, and volatility in the market price of
the Company's publicly traded securities, as well as other risks
listed from time to time in the Company's filings with the SEC,
including but not limited to, the Company's annual and quarterly
reports.
SOURCE Forest City Enterprises, Inc.