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):
June 8, 2012
RETAIL PROPERTIES OF AMERICA, INC.
(exact name of registrant as specified in charter)
Maryland (State or other |
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001-35481 (Commission File Number) |
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42-1579325 (IRS Employer |
2901 Butterfield Road, Oak Brook, Illinois |
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60523 |
(Address of principal executive offices) |
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(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 7.01 |
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Regulation FD Disclosure |
Attached to this Form 8-K as Exhibit 99.1 is a copy of a press release issued by Retail Properties of America, Inc. (the Company) on June 8, 2012 announcing the declaration of a common share dividend of $0.165625 per share on all classes of outstanding common shares of the Company. The common dividend is payable July 10, 2012 to shareholders of record at the close of business on June 29, 2012.
The information 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 |
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Financial Statements and Exhibits | |
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(d) |
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Exhibits |
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The following Exhibit is included with this Report: | ||
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99.1 |
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Press Release of Retail Properties of America, Inc. dated June 8, 2012 |
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, 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.
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.
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RETAIL PROPERTIES OF AMERICA, INC. | |
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(Registrant) | |
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By: |
/s/ Dennis K. Holland |
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Dennis K. Holland |
Date: June 11, 2012 |
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Executive Vice President, General Counsel and Secretary |
Exhibit 99.1
Retail Properties of America, Inc. Declares Common Share Dividend for Second Quarter 2012
Company Release - 06/08/2012 16:01
OAK BROOK, Ill.(BUSINESS WIRE) Today Retail Properties of America, Inc. (NYSE: RPAI) announced that the Board of Directors declared a quarterly common share dividend of $0.165625 per share on all classes of outstanding common shares of RPAI. The common dividend is payable July 10, 2012 to shareholders of record at the close of business on June 29, 2012.
About Retail Properties of America, Inc.
Retail Properties of America, Inc. is a fully integrated, self-administered and self-managed real estate company that owns and operates high quality, strategically located shopping centers across 35 states. The Company is one of the largest owners and operators of shopping centers in the United States.
Safe Harbor Language
The statements and certain other information contained in this press release, which can be identified by the use of forward-looking terminology such as may, will, expect, continue, remains, intend, aim, should, prospects, could, future, potential, believes, plans, 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 forward-looking statements reflect our current views about our plans, intentions, expectations, strategies and prospects, which are based on the information currently available to us and on assumptions we have made. Although we believe that our plans, intentions, expectations, strategies and prospects as reflected in or suggested by those forward-looking statements are reasonable, we can give no assurance that such plans, intentions, expectations or strategies will be attained or achieved. Furthermore, these forward-looking 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, general economic, business and financial conditions, changes in the Companys industry and changes in the real estate markets in particular, market demand for and pricing of the Companys common stock, general volatility of the capital and credit markets, competitive and cost factors, the ability of the Company to enter into new leases or renew leases on favorable terms, defaults on, early terminations of or non-renewal of leases by tenants, bankruptcy or insolvency of a major tenant or a significant number of smaller tenants, the effects of declining real estate valuations and impairment charges on the Companys operating results, increased interest rates and operating costs, decreased rental rates or increased vacancy rates, the uncertainties of real estate acquisitions, dispositions and redevelopment activity, the Companys failure to successfully execute its non-core disposition program and capital recycling efforts, the Companys ability to create long-term shareholder value, the Companys ability to manage its growth effectively, the availability, terms and deployment of capital, regulatory changes 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. We assume no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
Retail Properties of America, Inc.
Angela Aman, 630-368-2249
Chief Financial Officer
or
ICR, LLC
Nikki Sacks, 203-682-8289
Source: Retail Properties of America, Inc.