U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 3, 2003
EASTGROUP PROPERTIES, INC.
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(Exact Name of Registrant as Specified in its Charter)
Maryland 1-7094 13-2711135
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
300 One Jackson Place, 188 East Capitol Street, Jackson, MS 39201-2195
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(Address of Principal Executive Offices, including zip code)
(601)354-3555
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report)
Item 5. Other Events.
On June 3, 2003, EastGroup Properties, Inc. (the "Company") issued a press
release, which announced that the Company received binding commitments to
purchase substantially all shares of the 1,320,000 shares of 7.95% Series D
Cumulative Redeemable Preferred Stock that the Company is in the process of
offering. The shares have a $25 liquidation value per share and will be
redeemable at par at the option of the Company on or after July 2, 2008. The
first dividend will be payable on October 15, 2003 and will be for less than a
full quarter. Closing of the offering is expected to occur on July 2, 2003. If
fully subscribed, the offering will result in approximately $32.3 million of net
proceeds, which, along with the net proceeds from the Company's recent Common
Stock offering, will be used to redeem all of the Company's outstanding 9.00%
Series A Cumulative Redeemable Preferred Stock. A copy of the press release is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
On June 4, 2003, the Company issued a corrected press release to revise the
dividend accrual period on the Series A Preferred Stock that has been called for
redemption. The redemption will be effective on July 7, 2003 at a redemption
price of $25.00 per share plus accrued and unpaid dividends through and
including the redemption date. The June 3, 2003 press release indicated that the
accrual period would be July 1, 2003 through and including the redemption date.
The actual accrual period of unpaid dividends is April 15, 2003 through and
including the redemption date. A copy of the press release is attached hereto as
Exhibit 99.2 and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
The following exhibits are filed with this Form 8-K:
99.1 Press Release dated June 3, 2003.
99.2 Press Release dated June 4, 2003.
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.
Date: June 4, 2003
EASTGROUP PROPERTIES, INC.
By: /s/ N. KEITH MCKEY
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N. Keith McKey
Executive Vice President,
Chief Financial Officer and Secretary
Exhibit Index
Exhibit 99.1 Press Release dated June 3, 2003.
Exhibit 99.2 Press Release dated June 4, 2003.
Exhibit 99.1
NEWS RELEASE
FOR MORE INFORMATION, CONTACT:
David H. Hoster II, President and Chief Executive Officer
N. Keith McKey, Chief Financial Officer
(601) 354-3555
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EASTGROUP PROPERTIES PRICES SERIES D PREFERRED STOCK OFFERING
AND CALLS SERIES A PREFERRED STOCK FOR REDEMPTION
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JACKSON, MISSISSIPPI, June 3, 2003 -- EastGroup Properties (NYSE-EGP) today
announced that it received binding commitments to purchase substantially all
shares of the 1,320,000 shares of 7.95% Series D Cumulative Redeemable Preferred
Stock that the Company is in the process of offering. The shares have a $25
liquidation value per share and will be redeemable at par at the option of the
Company on or after July 2, 2008. The first dividend will be payable on October
15, 2003 and will be for less than a full quarter. If fully subscribed, the
offering will result in approximately $32.3 million of net proceeds, which,
along with the net proceeds from the Company's recent Common Stock offering,
will be used to redeem all of the Company's outstanding 9.00% Series A
Cumulative Redeemable Preferred Stock.
Mercury Capital Markets LLC, an affiliate of Mercury Partners LLC, a real
estate merchant bank, is acting as exclusive placement agent in connection with
the offering.
This communication shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of these securities
in any state or other jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the securities
laws of any such state or other jurisdiction. A copy of the prospectus
supplement relating to these securities may be obtained when available by
contacting Mercury Capital Markets LLC at 100 Field Point Road, Greenwich, CT
06830, telephone number 203-769-2980.
The Company will redeem all of its 1,725,000 shares of 9.00% Series A
Cumulative Redeemable Preferred Stock (NYSE: EGP PrA, CUSIP: 277 276 200). The
redemption is expected to take place on or about July 7, 2003 at a redemption
price of $25.00 per share plus accrued and unpaid dividends for the period from
July 1, 2003 through and including the redemption date.
From the redemption date forward, distributions will cease to accrue. The
Series A preferred stock will no longer be deemed to be outstanding and all
rights of the holders will cease, except the right to receive the redemption
price, without interest, upon presentation and surrender of the Series A
Cumulative Redeemable Preferred Stock to EquiServe Trust Company, N.A., the
redemption agent, during its usual business hours at the address specified in
the Letter of Transmittal accompanying the Notice of Redemption.
The Notice of Redemption and related materials will be mailed to holders of
record of the Series A Cumulative Redeemable Preferred Stock on or about June 5,
2003. Questions relating to the Notice of Redemption and related materials
should be directed to EquiServe Trust Company, N.A., the redemption agent at
1-800-251-4215.
EastGroup Properties, Inc. is a self-administered equity real estate
investment trust focused on the acquisition, ownership and development of
industrial properties in major Sunbelt markets throughout the United States.
EastGroup's portfolio currently includes 18.8 million square feet with an
additional 510,000 square feet of properties under development.
EastGroup Properties, Inc. press releases are available at
www.eastgroup.net.
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P.O. BOX 22728 JACKSON, MS 39225-2728
TEL: 601-354-3555 FAX: 601-352-1441
Exhibit 99.2
NEWS RELEASE
FOR MORE INFORMATION, CONTACT:
David H. Hoster II, President and Chief Executive Officer
N. Keith McKey, Chief Financial Officer
(601) 354-3555
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EASTGROUP PROPERTIES ANNOUNCES A CORRECTION
TO THE DIVIDEND ACCRUAL PERIOD ON THE SERIES A
PREFERRED STOCK CALLED FOR REDEMPTION
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JACKSON, MISSISSIPPI, June 4, 2003 -- EastGroup Properties (NYSE-EGP) today
announces a correction to its June 3, 2003 press release "EASTGROUP PROPERTIES
PRICES SERIES D PREFERRED STOCK OFFERING AND CALLS SERIES A PREFERRED STOCK FOR
REDEMPTION" to revise the dividend accrual period on the Series A Preferred
Stock that has been called for redemption. The redemption will be effective on
July 7, 2003 at a redemption price of $25.00 per share plus accrued and unpaid
dividends through and including the redemption date. The June 3, 2003 press
release indicated that the accrual period would be July 1, 2003 through and
including the redemption date. The actual accrual period of unpaid dividends is
April 15, 2003 through and including the redemption date.
EastGroup Properties, Inc. is a self-administered equity real estate
investment trust focused on the acquisition, ownership and development of
industrial properties in major Sunbelt markets throughout the United States.
EastGroup's portfolio currently includes 18.8 million square feet with an
additional 510,000 square feet of properties under development.
EastGroup Properties, Inc. press releases are available at
www.eastgroup.net.
# # # #
P.O. BOX 22728 JACKSON, MS 39225-2728
TEL: 601-354-3555 FAX: 601-352-1441