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): March 22, 2004
ACADIA REALTY TRUST
(Exact name of registrant as specified in its charter)
Maryland 1-12002 23-2715194
(State or other (Commission (I.R.S. Employer
jurisdiction of incorporation) File Number) Identification No.)
1311 Mamaroneck Avenue, Suite 260
White Plains, New York 10605
(Address of principal executive offices) (Zip Code)
(914) 288-8100
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
ITEM 5. Other Events
On March 22, 2004, the Registrant issued a press release announcing the
secondary public offering by certain of its shareholders of 5.0 million common
shares of beneficial interest of the Registrant under registration statements
previously declared effective by the Securities and Exchange Commission.
A copy of the press release dated March 22, 2004 is attached hereto as exhibit
99.1.
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
99.1 Press release dated March 22, 2004
SIGNATURES
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.
ACADIA REALTY TRUST
(Registrant)
Date: March 22, 2004 By: /s/ Michael Nelsen
-----------------------------
Name: Michael Nelsen
Title: Sr. Vice President and Chief Financial Officer
2
Exhibit 99.1
Acadia Realty Trust Announces Public Offering of
Common Shares by Selling Shareholders
NEW YORK--(BUSINESS WIRE)--March 22, 2004--Acadia Realty Trust
(NYSE: AKR - "Acadia" or the "Company"), a real estate investment
trust and owner and operator of shopping centers anchored by
necessity-based and value-oriented retailers, today announced the
secondary public offering by certain of its shareholders of 5.0
million common shares of beneficial interest of Acadia ("Common
Shares") under registration statements previously declared effective
by the Securities and Exchange Commission. Yale University and its
affiliates are offering 3.6 million Common Shares and Ross Dworman,
former Chairman and Chief Executive Officer, is offering 1.4 million
Common Shares. The selling shareholders have also granted the
underwriters an option to purchase up to an additional 750,000 Common
Shares to cover any over-allotments, if any, as follows: Yale and its
affiliates--an additional 591,386 Common Shares and Mr. Dworman--an
additional 158,614 Common Shares. Upon completion of the offering,
assuming exercise of the over-allotment option, Yale and its
affiliates will beneficially own approximately 4.6 million Common
Shares and Ross Dworman will own 2,300 Common Shares. The Company is
not offering any Common Shares in the offering and will not receive
any proceeds from the offering. Citigroup Global Markets is the
bookrunning manager and RBC Capital Markets is serving as a
co-manager.
Acadia Realty Trust, headquartered in White Plains, NY, is a fully
integrated and self-managed real estate investment trust which
specializes in the acquisition, redevelopment and operation of
shopping centers which are anchored by necessity-based and
value-oriented retail. Acadia currently owns, or has interests in, and
operates 62 properties totaling approximately nine million square
feet, located primarily in the Northeast, Mid-Atlantic and Midwest
United States.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale or an
offer to buy these securities in any state in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state. Offers for
the securities will be made only by means of a prospectus supplement
and the accompanying prospectuses, copies of which may be obtained
from the offices of Citigroup Global Markets Inc., 338 Greenwich
Street, New York, NY 10013.
Certain matters in this press release may constitute
forward-looking statements within the meaning of federal securities
law and as such may involve known and unknown risk, uncertainties and
other factors which may cause the actual results, performances or
achievements of Acadia to be materially different from any future
results, performances or achievements expressed or implied by such
forward-looking statements. Such forward-looking statements speak only
as of the date of this document. Acadia expressly disclaims any
obligation or undertaking to release publicly any updates or revisions
to any forward-looking statements contained herein to reflect any
change in Acadia's expectations with regard thereto or change in
events, conditions or circumstances on which any such statement is
based. The Company also refers you to the documents filed by the
Company, from time to time, with the Securities and Exchange
Commission, including without limitation the Company's Annual Report
on Form 10-K, for a discussion of such risks and uncertainties.
CONTACT: Acadia Realty Trust
Jon Grisham, 914-288-8142