Print Page      Close Window     

SEC Filings

PREM14A
FOREST CITY REALTY TRUST, INC. filed this Form PREM14A on 09/21/2018
Entire Document
 


Table of Contents

assets in 17 states and the District of Columbia as of June 30, 2018. Our core markets include Boston, Chicago, Dallas, Denver, Los Angeles, Philadelphia and the greater metropolitan areas of New York City, San Francisco and Washington, D.C. We have regional offices in Boston, Dallas, Denver, Los Angeles, New York City, San Francisco and Washington, D.C. and our corporate headquarters in Cleveland, Ohio.

The address of Forest City is Key Tower, 127 Public Square, Suite 3100, Cleveland, Ohio 44114. The telephone number of Forest City is (216) 621-6060.

Brookfield Parties

Parent, a newly formed Delaware limited liability company, is an affiliate of a Brookfield real estate investment fund. Parent was formed solely for the purpose of entering into the merger agreement and completing the merger and the other transactions contemplated by the merger agreement, including the financing related to the merger.

Merger Sub is a Maryland corporation newly formed by Parent solely for the purpose of entering into the merger agreement and completing the merger and the other transactions contemplated by the merger agreement, including the financing related to the merger. Merger Sub is a wholly owned subsidiary of Parent and has not engaged in any business except for activities incidental to its formation and as contemplated by the merger agreement, including the financing related to the merger. Subject to the terms of the merger agreement, upon the completion of the merger, Merger Sub will cease to exist and Forest City will continue as the surviving corporation.

The address of Parent and Merger Sub (collectively, the “Brookfield Parties”) is Brookfield Place, 250 Vesey Street, New York, NY 10281. The telephone number of the Brookfield Parties is (212) 417-7000.

Proposal/Voting Overview (page [])

 

    

Proposal

  

Board
Recommendation

Proposal 1:

   Approval of the merger and the other transactions contemplated by the merger agreement    FOR

Proposal 2:

   Approval of certain compensation arrangements for the Company’s named executive officers in connection with the merger, by a non-binding, advisory vote    FOR

Proposal 3:

   Approval of any adjournments of the special meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the special meeting to approve the merger and the other transactions contemplated by the merger agreement    FOR

 

How to Vote

In Person:

   If you are a stockholder of record as of the close of business on the record date, you may vote in person at the special meeting. If your shares of common stock are held in “street name” and you wish to vote in person at the special meeting, you will need to obtain a “legal proxy” from the broker, bank or other nominee that holds your shares of common stock of record.

By Phone:

   You may authorize a proxy to vote your shares by telephone by calling 1-800-690-6903 and following the instructions provided.

By Internet:

   You may also authorize a proxy to vote your shares over the internet by visiting www.proxyvote.com and following the instructions provided.

By Mail:

   If you would like to authorize a proxy to vote your shares by mail, then please sign, date and mail in the enclosed proxy card using the accompanying envelope.


 

-2-