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SEC Filings

10-Q
FOREST CITY REALTY TRUST, INC. filed this Form 10-Q on 10/30/2018
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2018 Liquidity Transactions
During the three months ended September 30, 2018, we completed the following transactions, which increased liquidity, reduced debt resulting in lower future fixed charges for interest and strengthened our balance sheet.
Completed the sale of Kapolei Lofts, an apartment community in Kapolei, Hawaii. The sale generated net cash proceeds of approximately $26,935,000. In addition, nonrecourse mortgage debt of $93,133,000 was extinguished in connection with the sale;
Paid off the maturing $59,189,000 nonrecourse mortgage which encumbered Glen Forest Office Park, an eleven building consolidated office park in Richmond, Virginia, using cash on hand;
Settled conversions of $73,188,000 in aggregate principal amount of our 4.25% Convertible Senior Notes due 2018 for 3,560,990 shares of Class A common stock; and
Settled conversions of $7,980,000 in aggregate principal amount of our 3.625% Convertible Senior Notes due 2020 (“our 2020 Senior Notes”) for 347,631 shares of Class A common stock.
Subsequent to September 30, 2018, we completed the following liquidity transactions:
Completed the sale of the Fidelity Investments office building in Albuquerque, New Mexico. The sale generated net cash proceeds of approximately $33,588,000, which are expected to be redeployed in a Section 1031 exchange. In addition, nonrecourse mortgage debt of $10,022,000 was extinguished in connection with the sale; and
Provided notice of our intention to redeem the remaining $32,037,000 aggregate principal amount of our 2020 Senior Notes for cash plus accrued interest up to, but not including, November 21, 2018. Holders have the right to convert their 2020 Senior Notes up to the close of business on November 20, 2018. Through October 26, 2018, holders have converted $7,763,000 aggregate principal amount of the remaining 2020 Senior Notes and received 338,376 shares of Class A common stock in the aggregate.
We continue to explore various options to strengthen our balance sheet and enhance our liquidity, but can give no assurance we can accomplish any of these other options on terms favorable to us or at all. If we cannot enhance our liquidity, it could adversely impact our growth and result in further curtailment of development activities.
Share Repurchase Program
On March 22, 2018, the Board approved an increase in our share repurchase program to an aggregate total of $400,000,000. The shares may be repurchased, in light of prevailing market and economic conditions, to take advantage of investment opportunities at times when the Board and management believe the market price of the common stock does not accurately reflect the underlying value of the Company; to indicate to investors our confidence in our business; to enhance stockholder value; and to reduce dilution. We had not repurchased any shares under this program through July 30, 2018 and pursuant to the Merger Agreement, we are not permitted to repurchase shares of our Class A common stock prior to the completion of the proposed Merger.
Dividends
We operate as a REIT. As such, we intend to distribute at least 100% of our taxable income within the REIT to avoid paying federal tax. Our REIT taxable income typically will not include income earned by our TRSs except to the extent the TRSs pay dividends to us.

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