UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):
October 11, 2011
INLAND WESTERN RETAIL REAL ESTATE TRUST, INC.
(Exact name of registrant as specified in charter)
Maryland |
|
000-51199 |
|
42-1579325 |
(State or other |
|
(Commission File Number) |
|
(IRS Employer |
jurisdiction of |
|
|
|
Identification No.) |
incorporation) |
|
|
|
|
2901 Butterfield Road, Oak Brook, Illinois |
|
60523 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrants telephone number, including area code: (630) 218-8000
Not Applicable
(Former name or former address, 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 (see General Instruction A.2. below):
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 5.07 Submission of Matters to a Vote of Security Holders
Inland Western Retail Real Estate Trust, Inc. (the Company) held its annual meeting of stockholders on October 11, 2011, at which the following matters were submitted to a vote.
(1) The stockholders elected each of the Boards nine director nominees as set forth below:
Nominee |
|
Votes For |
|
Votes Withheld |
|
|
|
|
|
Kenneth H. Beard |
|
245,081,886 |
|
12,565,597 |
|
|
|
|
|
Frank A. Catalano, Jr. |
|
247,683,934 |
|
9,963,548 |
|
|
|
|
|
Paul R. Gauvreau |
|
245,009,200 |
|
12,638,282 |
|
|
|
|
|
Gerald M. Gorski |
|
247,823,529 |
|
9,823,954 |
|
|
|
|
|
Steven P. Grimes |
|
247,641,635 |
|
10,005,847 |
|
|
|
|
|
Brenda G. Gujral |
|
245,172,523 |
|
12,474,960 |
|
|
|
|
|
Richard P. Imperiale |
|
247,862,811 |
|
9,784,671 |
|
|
|
|
|
Kenneth E. Masick |
|
248,045,144 |
|
9,602,338 |
|
|
|
|
|
Barbara A. Murphy |
|
246,642,456 |
|
11,005,026 |
(2) The stockholders voted as set forth below to approve the compensation paid to the Companys named executive officers, as disclosed in the Companys proxy statement for the 2011 annual meeting, including the Compensation Discussion and Analysis, compensation tables and narrative discussions.
Votes For |
|
Votes Against |
|
Abstentions |
223,937,555 |
|
20,859,514 |
|
12,850,414 |
(3) The stockholders voted as set forth below to approve the frequency of future advisory votes on executive compensation.
One Year |
|
223,596,089 |
|
|
|
|
|
|
|
Two Years |
|
9,932,565 |
|
|
|
|
|
|
|
Three Years |
|
7,255,365 |
|
|
|
|
|
|
|
Abstain |
|
16,863,464 |
|
|
There were no broker non-votes on any matter voted on at the 2011 annual meeting of stockholders.
Item 7.01 Regulation FD Disclosure
Attached to this Form 8-K as Exhibit 99.1 is a copy of a letter to be sent by the Company to its stockholders in connection with, among other things, the Companys distribution for the third quarter of 2011, which letter will be sent on or about October 11, 2011 and which letter is incorporated in its entirety into this report.
The information included or incorporated in Item 7.01 in this report, including Exhibit 99.1, is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
The following Exhibit is included with this Report:
99.1 Letter to stockholders of Inland Western Retail Real Estate Trust, Inc.
The statements and certain other information contained in this report, which can be identified by the use of forward-looking terminology such as may, will, expect, continue, remains, intend, aim, towards, should, prospects, could, future, potential, believes, plans, likely, anticipate, position, consider, probable, committed, achieve, and focused, or the negative thereof or other variations thereon or comparable terminology, constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbors created thereby. These statements should be considered as subject to the many risks and uncertainties that exist in the Companys operations and business environment. Such risks and uncertainties could cause actual results to differ materially from those projected. These uncertainties include, but are not limited to, economic conditions, market demand and pricing, competitive and cost factors, and other risk factors.
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.
|
INLAND WESTERN RETAIL REAL | |
|
ESTATE TRUST, INC. | |
|
(Registrant) | |
|
| |
|
| |
|
By: |
/s/ Dennis K. Holland |
|
|
Dennis K. Holland |
|
|
Executive Vice President, |
Date: October 11, 2011 |
|
General Counsel and Secretary |
Exhibit 99.1
October 11, 2011
Dear Stockholder:
As one of the largest owners and operators of open-air shopping centers in the United States, we remain focused on business fundamentals. Strong leasing momentum has continued as we are on track to lease over 4 million square feet of space in 2011. This includes the renewal of 82% of the leases within our retail operating portfolio that expired in the second quarter of the year which is a testament to our strong tenant relationships. Additionally, we are pleased to forge new relationships as we recently signed our first lease with Nordstrom Rack to open a new store at our Commons at Temecula shopping center in Temecula, California. In alignment with our business initiatives, we continue to sell non-core assets and have refinanced, repaid and extinguished over $430 million in debt since the beginning of the year, while strengthening our balance sheet, generating solid cash flow and positioning the company for future growth.
Our Annual Meeting of Stockholders was held today. At the meeting, several members of the executive management team gave brief business presentations. The Annual Meeting of Stockholders Presentation and the voting results are available in the Investor Relations section of our company website at www.inlandwestern.com.
We are pleased to enclose a check or distribution statement for your portion of the third quarter 2011 stockholder distribution. The board of directors declared a third quarter 2011 distribution of $0.06375 per share payable to stockholders of record at the close of business on October 3, 2011. This represents the eighth consecutive quarter-to-quarter increase in distribution rates and equates to a 3.67% annualized yield based upon the estimated value of $6.95 per share or a 2.55% annualized yield assuming a purchase price of $10.00 per share. Our board of directors determines each distribution quarterly; therefore, the annualized yield is not necessarily indicative of future distributions.
If you have any questions regarding your Inland Western investment, please visit our website at www.inlandwestern.com, contact your financial advisor or Inland Western Investor Relations at 800.541.7661.
|
Sincerely, |
|
INLAND WESTERN RETAIL REAL ESTATE TRUST, INC. |
|
|
|
|
|
Steven P. Grimes |
|
President and Chief Executive Officer |
The statements and certain other information contained in this letter, which can be identified by the use of forward-looking terminology such as may, will, expect, continue, remains, intend, aim, towards, should, prospects, could, future, potential, believes, plans, goal, initiative, likely, anticipate, and probable, or the negative thereof or other variations thereon or comparable terminology, constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbors created thereby. These statements should be considered as subject to the many risks and uncertainties that exist in the Companys operations and business environment. Such risks and uncertainties could cause actual results to differ materially from those projected. These uncertainties include, but are not limited to, economic conditions, market demand and pricing, competitive and cost factors, and other risk factors, including those detailed in the sections of the Companys most recent Form 10-K and Form 10-Qs filed with the SEC titled Risk Factors.
Inland Western Retail Real Estate Trust, Inc. 2901 Butterfield Road Oak Brook, Illinois 60523 800.541.7661 www.inlandwestern.com