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) September 27, 2005

 

THE MACERICH COMPANY

(Exact Name of Registrant as Specified in its Charter)

 

MARYLAND

 

1-12504

 

95-4448705

(State or Other Jurisdiction of
Incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

401 Wilshire Boulevard, Suite 700, Santa Monica, California 90401

(Address of principal executive office, including zip code)

 

Registrant’s telephone number, including area code  (310) 394-6000

 

N/A

(Former name, former address and former fiscal year, 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 3.02  UNREGISTERED SALES OF EQUITY SECURITIES.

 

On September 27, 2005, the Company, as general partner of The Macerich Partnership, L.P. (“MPLP”), notified 14 limited partners of MPLP who had requested redemption of their common partnership units of MPLP that it will issue shares of unregistered common stock of the Company upon redemption of their units. An aggregate of 626,250 shares will be issued upon redemption of 626,250 units.  These shares of common stock will be issued in a private placement to these limited partners pursuant to Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”).  Each limited partner is an accredited investor as defined under Rule 501 of Regulation D of the Securities Act.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, The Macerich Company has duly caused this report to be signed by the undersigned, hereunto duly authorized, in the City of Santa Monica, State of California, on September 29, 2005.

 

 

THE MACERICH COMPANY

 

 

 

 

 

By: RICHARD A. BAYER

 

 

 

 

 

 

 

 

/s/ Richard A. Bayer

 

 

Executive Vice President,

 

 

Chief Legal Officer

 

 

and Secretary

 

 

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