UNITED STATES
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): December 14, 2007
FORESTAR REAL ESTATE GROUP INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation or organization)
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Commission File Number
001-33662
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26-1336998
(I.R.S. Employer
Identification No.) |
1300 MoPac Expressway South, Suite 3S
Austin, Texas 78746
(Address of principal executive offices) (zip code)
Registrant’s telephone number, including area code: (512) 433-5200
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 8.01 Other Events
As previously disclosed, on November 29, 2007, Temple-Inland Inc. (“Temple-Inland”)
announced that its Board of Directors had approved the distribution to its stockholders of all of
the shares of common stock, par value $1.00 per share, of Forestar Real Estate Group Inc.
(“Forestar”), a wholly-owned subsidiary of Temple-Inland that holds directly or indirectly
the assets and liabilities associated with Temple-Inland’s real estate business. To implement the
distribution, Temple-Inland will distribute one share of Forestar common stock (and one related
preferred stock purchase right) for every three shares of Temple-Inland common stock that were held
of record by stockholders of Temple-Inland as of the close of business on December 14, 2007, the
record date for the distribution. Fractional shares of Forestar will not be distributed and any
Temple-Inland stockholder entitled to receive a fractional share will instead receive a cash
payment. The distribution is expected to be completed after the close of business on December 28,
2007. Upon completion of the distribution, Forestar will be an independent, publicly-traded
company.
Forestar’s Information Statement, dated December 14, 2007, which describes the details of the
distribution and provides information about the business and management of Forestar, is attached as
Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this item.
The information statement will be mailed to Temple-Inland stockholders on or about December 18,
2007.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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99.1 |
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Information Statement of Forestar Real Estate Group Inc., dated
December 14, 2007 |