Westfield America, Inc. (NYSE:WEA) raises $200 million

14 August 1998

Countries: United States

Los Angeles, California, August 14, 1998 – Westfield America, Inc. (NYSE: WEA) announced today that it has completed the sale of $200 million of convertible preference shares. The equity raising had previously been announced upon the execution of definitive agreements this past June. The proceeds will be used as part of the funding of the previously announced acquisition of the Hahn shopping center portfolio from TrizecHahn (NYSE:TZH).

These shares are convertible into common stock at the equivalent of $18.00 per share and have a dividend rate equal to the common stock dividends or 8.5%, whichever is higher, and have been issued to:

    Security Capital Preferred Growth Incorporated: $75 million;
    Westfield America Trust: $75 million; and
    Westfield Holdings Limited: $50 million. The preferred stock held by Westfield Holdings and Westfield America Trust is not convertible into common stock until approval of Westfield America’s shareholders is obtained. The convertible preference shares and the common stock into which they convert have not been registered under the Securities Act of 1933 as amended and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Westfield America, Inc. announced in April that it is in the process of acquiring up to 13 centers on the West Coast for an allocated purchase price of up to $1.44 billion (including the assumption of debt). This purchase price has been reduced by $48 million as a result of the prior right of first refusal having been exercised by one of TrizecHahn’s current joint venture partners. The final price to be paid will depend upon the interests ultimately conveyed at closing. The first closing of the acquisition occurred on July 31, 1998 and included two of the 12 regional shopping centers – Valley Fair in San Jose, California and University Towne Centre in San Diego, California. Westfield also assumed management responsibilities for all the Hahn centers it is acquiring. Subsequent closings are scheduled to occur through November, 1998. Westfield America, Inc. (NYSE: WEA), a real estate investment trust, is one of the nation’s leading owners of regional shopping centers. With this acquisition, the company owns interests in 29 major shopping centers, and after the acquisition of the portfolio of shopping centers from TrizecHahn previously announced by the Company, the Company will have interests in 38 major shopping centers, encompassing 35.2 million square feet in the states of California, Colorado, Connecticut, Maryland, Missouri, New York, North Carolina and Washington.