UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the fiscal year ended December 31, 2008 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to |
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Commission file number |
A. Full title of the plan and the address of the plan, if different from that of the issuer named below: The Macerich Property Management Company 401(k) Profit Sharing Plan
B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
The Macerich Company
401 Wilshire Boulevard, Suite 700
Santa Monica, California 90401
REQUIRED INFORMATION
The Macerich Property Management Company 401(k) Profit Sharing Plan (the Plan) is subject to the Employee Retirement Income Security Act of 1974 (ERISA). Therefore, in lieu of the requirements of Items 1-3 of Form 11-K, the financial statements and schedules of the Plan for the fiscal year ended December 31, 2008, which have been prepared in accordance with the financial reporting requirements of ERISA, are filed herewith and incorporated herein by this reference.
The written consent of Windes & McClaughry, Accountancy Corporation with respect to the annual financial statements of the Plan is filed as Exhibit 23.1 to this Annual Report.
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf on this 25th day of June 2009, by the undersigned hereunto duly authorized.
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THE MACERICH PROPERTY MANAGEMENT |
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COMPANY 401(K) PROFIT SHARING PLAN |
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By: |
/s/ Stephen L. Spector, Trustee |
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Stephen L. Spector, Trustee |
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By: |
/s/ Scott W. Kingsmore, Trustee |
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Scott W. Kingsmore, Trustee |
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By: |
/s/ Stephanie Corcoran, Trustee |
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Stephanie Corcoran, Trustee |
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EXHIBIT INDEX
(a) Exhibits
Number |
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Description |
23.1 |
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Consent of Independent Registered Public Accounting Firm, Windes & McClaughry, Accountancy Corporation |
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32 |
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Section 906 Certification of Scott W. Kingsmore, Chief Executive Officer and Stephanie P. Corcoran, Chief Financial Officer of the Plan |
THE MACERICH
PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
FINANCIAL STATEMENTS
DECEMBER 31, 2008
WITH
INDEPENDENT AUDITORS REPORT
AND SUPPLEMENTARY INFORMATION
INDEX TO FINANCIAL STATEMENTS
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1 |
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2 |
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3 |
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4-12 |
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13-14 |
Report of Independent Registered
Public Accounting Firm
To the Administrative Committee of
The Macerich Property Management Company 401(k) Profit Sharing Plan:
We have audited the accompanying statements of net assets available for benefits of The Macerich Property Management Company 401(k) Profit Sharing Plan (the Plan) as of December 31, 2008 and 2007, and the related statement of changes in net assets available for benefits for the year ended December 31, 2008. These financial statements are the responsibility of the Plans management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plans internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of The Macerich Property Management Company 401(k) Profit Sharing Plan as of December 31, 2008 and 2007, and the changes in its net assets available for benefits for the year ended December 31, 2008 in conformity with accounting principles generally accepted in the United States of America.
Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at year end) is presented for purposes of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplementary information is the responsibility of the Plans management. The supplemental schedule has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ Windes & McClaughry Accountancy Corporation
Long Beach, California
June 24, 2009
1
THE MACERICH PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2008 AND 2007
ASSETS
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December 31, |
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2008 |
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2007 |
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INVESTMENTS, at fair value |
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Registered Investment Companies |
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$ |
39,993,379 |
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$ |
52,772,868 |
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Common/Collective Trust |
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4,730,742 |
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5,324,762 |
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Macerich Company Common Stock Fund |
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1,387,746 |
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2,060,154 |
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Participant Loans |
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9,986 |
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25,164 |
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46,121,853 |
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60,182,948 |
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RECEIVABLES |
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Employer Contribution |
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195,776 |
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Total Assets |
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$ |
46,317,629 |
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$ |
60,182,948 |
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NET ASSETS REFLECTING INVESTMENTS, at fair value |
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$ |
46,317,629 |
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60,182,948 |
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Adjustment from fair value to contract value for fully benefit-responsive investment contract |
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389,808 |
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52,488 |
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NET ASSETS AVAILABLE FOR BENEFITS |
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$ |
46,707,437 |
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$ |
60,235,436 |
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The accompanying notes are an integral part of these financial statements.
2
THE MACERICH PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2008
ADDITIONS TO NET ASSETS ATTRIBUTED TO: |
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Employer contribution |
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$ |
3,038,673 |
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Contributions: |
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Participants |
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5,632,146 |
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Rollover |
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470,458 |
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Investment income: |
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Dividend and interest income |
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2,069,017 |
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Total Additions |
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11,210,294 |
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DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: |
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Benefits paid to participants |
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4,325,163 |
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Net depreciation in fair value of investments |
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20,413,130 |
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Total Deductions |
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24,738,293 |
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NET DECREASE IN PLAN NET ASSETS |
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(13,527,999 |
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NET ASSETS AVAILABLE FOR PLAN BENEFITS: |
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BEGINNING OF YEAR |
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60,235,436 |
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END OF YEAR |
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$ |
46,707,437 |
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The accompanying notes are an integral part of these financial statements.
3
THE MACERICH PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
DECEMBER 31, 2008 AND 2007
NOTE 1: DESCRIPTION OF PLAN
The following description of The Macerich Property Management Company 401(k) Profit Sharing Plan (the Plan) provides only general information. Participants and other interested parties should refer to the Plan document for a more complete description of the Plans provisions.
General
On or about July 26, 2002, Westcor Partners, LLC and Westcor Realty Limited Partnership (collectively, Westcor) became part of the controlled group of the Company. Westcor maintained the Westcor 401(k) Plan. The Westcor 401(k) Plan was merged into the Plan. Effective as of March 28, 2005, employees who were previously participants in Wilmorite Management Group, LLC 401(k) Plan were granted eligibility into the Plan. Participant balances totaling $2,787,646, were transferred into the Plan. At that time, the Plan did not allow for participant loans, but was amended to allow these loans to be assumed by the Plan and paid off on their original terms for the Wilmorite Management Group, LLC 401(k) and the Westcor Partners 401(k) Plan. The Plan has loans outstanding of $9,986 at December 31, 2008.
Effective as of January 1, 2008, the Plan was amended to: (i) permit non-spouse beneficiaries to rollover their portion of a death benefit to which they are entitled to an individual retirement account described in Section 408(a) or (b) of the Code; (ii) to eliminate installment payments as an option for the distribution of benefits; (iii) to perform annual true-up calculations on the Safe Harbor Match Contributions; and (iv) to provide that distributions made upon the attainment of age 59 ½ may be made from the Participants Compensation Deferral Accounts, Employer Profit Sharing Contributions Accounts, Safe Harbor Matching Accounts, and Rollover Accounts.
On December 30, 2008, the Plan was amended to allow for participant loans.
4
THE MACERICH PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
DECEMBER 31, 2008 AND 2007
(CONTINUED)
NOTE 1: DESCRIPTION OF PLAN (CONTINUED)
Administration
The Company has designated an Administrative Committee (the Committee and the Trustees), consisting of Stephen L. Spector, SVP General Counsel, Scott W. Kingsmore, SVP Finance, and Stephanie Corcoran, VP Group Controller. Among other duties, it is the responsibility of the Committee to select and monitor the performance of investments, the Plan custodian, and to maintain certain administrative records.
Employee Participation and Eligibility
All employees of the Company may become eligible to participate in the Plan, provided the employee is twenty-one years of age, has completed one year of employment during which at least 1,000 hours of service were provided, and is not covered by a collective bargaining agreement as to which retirement benefits were the subject of good faith bargaining. An eligible employee may enter the Plan on the January 1, April 1, July 1 or October 1, following his or her satisfaction of the eligibility requirements.
The Plan gives employees of newly acquired entities credit for years of service earned prior to the Companys ownership. If this credit for prior service allows the acquisition employee to meet Plan eligibility requirements, they are granted the option of entering the Plan on the first day of the month following their date of hire.
Contributions
Participants are permitted to defer up to 50% of their compensation, as defined in the Plan. The Company provides matching contributions, under the Safe Harbor arrangement described above, equal to 100 percent of the first 3 percent of compensation deferred by a participant and 50 percent of the next 2 percent of compensation deferred by a participant. Participants who have attained age 50 before the end of the Plan year are eligible to make catch-up contributions. Participants may roll over amounts representing distributions from other qualified defined benefit or defined contributions plans. Participants direct the investment of their contributions into various investment options offered by the Plan, as further discussed in Note 3.
Participant Accounts
Each participants account is credited with the participants contribution and allocations of a) the Companys Safe Harbor matching contribution, and b) Plan earnings, and charged with any withdrawals or distributions requested by the participant, investment losses, and an allocation of administrative expenses, if applicable. Allocations are based on participant compensation or account balances, as defined in the Plan document. The benefit to which a participant is entitled is the benefit that can be provided from the participants vested account.
Vesting Provisions
Participant accounts, including salary deferrals and Safe Harbor matching contributions, are 100 percent vested at all times.
5
THE MACERICH PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
DECEMBER 31, 2008 AND 2007
(CONTINUED)
Benefit Payments
Effective as of January 1, 2008, on termination of service due to death, disability, retirement, or other reasons a participant may receive the value of the vested interest in his or her account as a lump-sum distribution.
The Plan also permits distributions for hardships, as defined in the Plan document.
Forfeitures
As of January 1, 2004, the Plan was amended to eliminate employer profit sharing contributions. Prior to January 2004, the Company made discretionary profit sharing contributions from the net profits of the current year. Profit sharing contributions were subject to a vesting schedule. Any participant who terminates employment with the Company will forfeit the non-vested portion of his/her profit sharing account.
At December 31, 2008 and 2007, forfeited non-vested accounts totaled approximately $1,000 and $80,000, respectively. Effective as of January 1, 2007, the Plan was amended to provide that forfeitures in the Plan shall be used to reduce the Companys Safe Harbor Matching Contributions for the Plan Year following the Plan Year in which the forfeiture occurs. In 2008, the Companys Safe Harbor Matching Contributions were reduced by approximately $80,000 from forfeited non-vested accounts.
Related-Party Transactions
The Plan offers common stock in the Company, through the Macerich Company Common Stock Fund; therefore, the Company qualifies as a party-in-interest.
Tax Status
The Internal Revenue Service has determined and informed the Company by a letter dated June 10, 2002, that the Plan and related trust are designed in accordance with applicable sections of the Code. Although the Plan has been amended since receiving the determination letter, the Plan administrator and the Plans tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements.
Plan Expenses
All administrative expenses of the Plan are paid by the Company or, at the election of the Company, from the Plan trust fund. For the year ended December 31, 2008, there were no administrative expenses paid from the Plan trust fund. All expenses of maintaining the Plan are paid by the Company.
6
THE MACERICH PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
DECEMBER 31, 2008 AND 2007
(CONTINUED)
NOTE 2: SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The financial statements of the Plan are prepared on the accrual basis of accounting.
As described in Financial Accounting Standards Board Staff Position, FSP AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans (the FSP), investment contracts held by a defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the plan. As required by the FSP, the Statement of Net Assets Available for Benefits presents the fair value of the investment contracts as well as the adjustment of the fully benefit-responsive investment contracts from fair value to contract value. The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value basis.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure and changes therein of contingent assets and liabilities. Actual results could differ from those estimates.
Investment Valuation and Income Recognition
In compliance with the requirements of ERISA, cash and equity funds are reported at fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The investment in the common collective trust, which is a stable value open-end collective investment trust, is reported at fair value and adjusted to contract value. The investments and changes therein of the trust funds have been reported to the Plan by the Custodian using fair value and contract value, as indicated. Participant loans are valued at their outstanding balances, which approximate fair value.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net appreciation includes the Plans gains and losses on investments bought and sold as well as held during the year.
Benefits Payable to Former Participants
The American Institute of Certified Public Accountants (AICPA) has issued guidelines regarding amounts due to former Plan participants but not paid by year-end. The AICPA requires these amounts to be classified as net assets available for Plan benefits, and not as liabilities of the Plan. Included in net assets available for Plan benefits at December 31, 2008, are amounts which may become payable to participants who are not active participants of the Plan.
7
THE MACERICH PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
DECEMBER 31, 2008 AND 2007
(CONTINUED)
NOTE 2: SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Significant Accounting Pronouncements
In March 2008, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 161, Disclosure about Derivative Instruments and Hedging Activities, which amends the disclosure requirements of SFAS No. 133. SFAS No. 161 requires increased disclosures about derivative instruments and hedging activities and their effects on an entitys financial position, financial performance, and cash flows. SFAS No. 161 is effective for fiscal years beginning after November 15, 2008, with early adoption permitted. SFAS No. 161 is not expected to have a material impact on the Plans financial statements.
In May 2008, the FASB issued SFAS No. 162, The Hierarchy of Generally Accepted Accounting Principles, which is intended to improve financial reporting by identifying the sources of accounting principles and a consistent framework, or hierarchy, for selecting accounting principles to be used in preparing financial statements that are presented in conformity with U.S. GAAP for nongovernmental entities. SFAS No. 162 will be effective 60 days after U.S. Securities and Exchange Commission approves the Public Company Accounting Oversight Boards amendments to AU section 411, The Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles. SFAS No. 162 is not expected to have a material impact on the Plans financial statements.
NOTE 3: INVESTMENTS
At December 31, 2008, the Plan allowed participants to allocate their accounts among several investment options. These options include numerous registered investment companies, a common/collective trust and the Macerich Company Common Stock Fund. Participants may change their investment elections daily for both existing account balances and future contributions.
The Macerich Company Common Stock Fund allows participants the ability to participate in the ownership of their employers common stock. Participants are directed not to allocate more than 25% of a participants account balance and/or deferrals to this investment. For liquidity purposes, a portion of this fund is invested in a money market account classified as a registered investment company. Total funds invested in the common stock and money market account is $1,313,604 and $74,142, respectively, at December 31, 2008.
8
THE MACERICH PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
DECEMBER 31, 2008 AND 2007
(CONTINUED)
NOTE 3: INVESTMENTS (CONTINUED)
The following presents investments that represent 5 percent or more of the Plans net assets at fair value as of December 31, 2008 and 2007:
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December 31, |
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2008 |
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2007 |
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Alliance Bernstein International Growth Fund-A |
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$ |
2,981,597 |
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$ |
4,675,924 |
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American EuroPacific Growth Fund-A |
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4,772,322 |
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8,026,501 |
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Columbia Acorn Fund-A |
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2,895,173 |
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3,564,480 |
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Dreyfus Basic S&P 500 Index Fund-A |
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3,727,576 |
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4,810,745 |
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Eaton Vance Large Cap Value-A |
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4,551,179 |
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6,663,201 |
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Franklin Mutual Qualified Fund-A |
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3,794,923 |
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4,371,977 |
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MFS Fixed Fund Institutional-A |
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4,730,742 |
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5,324,762 |
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MFS Government Securities Fund-A |
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5,083,002 |
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3,983,508 |
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MFS Investors Growth Stock Fund-A |
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3,727,905 |
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5,583,395 |
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MFS Research Bond Fund-A |
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3,367,322 |
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MFS Total Return Fund-A |
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3,969,401 |
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UBS US Allocation Fund-A |
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4,085,821 |
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For the year ended December 31, 2008, net depreciation (including gains and losses on investments bought, sold, and held during the year) on registered investment companies was $19,057,300 and on the Macerich Company Common Stock Fund was $1,355,830.
NOTE 4: FAIR VALUE MEASUREMENTS
Effective January 1, 2008, the Plan adopted SFAS No. 157, Fair Value Measurements. SFAS No. 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. SFAS No. 157 has been applied prospectively as of the beginning of the period.
SFAS No. 157 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. SFAS No. 157 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:
Level 1 |
Quoted prices in active markets for identical assets or liabilities. |
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Level 2 |
Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in active markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. |
9
THE MACERICH PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
DECEMBER 31, 2008 AND 2007
(CONTINUED)
NOTE 4: FAIR VALUE MEASUREMENTS (CONTINUED)
Level 3 |
Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. |
The registered investment companies are valued at the net asset value (NAV) of shares held by the Plan at year end, based upon quoted market prices. The common/collective trust is valued at the net unit value (NUV) of units held by the Plan at year end. The NUV is determined by the total value of fund assets divided by the total number of units of the fund owned. The Macerich Company Common Stock Fund is valued at the NAV at year end, based upon (1) the quoted market price of the Company common stock shares held at year end, and, (2) the NAV of the quoted market price of the money market fund shares held at year end, which together comprise the Macerich Company Common Stock Fund. The participant loans are valued at amortized cost, which approximates fair value.
The following table sets forth by level, within the fair value hierarchy, the Plans investments measured at fair value on a recurring basis, as of December 31, 2008. As required by SFAS No. 157, an investments level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.
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Quoted Prices in |
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Active Markets |
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Significant |
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Significant |
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for Identical |
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Observable |
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Unobservable |
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Total |
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Assets (Level 1) |
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Inputs (Level 2) |
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Inputs (Level 3) |
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Fair Value |
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Assets: |
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Registered Investment Companies |
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$ |
39,993,379 |
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$ |
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$ |
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$ |
39,993,379 |
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Common/Collective Trust |
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4,730,742 |
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4,730,742 |
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Macerich Company Common |
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Stock Fund |
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1,387,746 |
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1,387,746 |
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Participant Loans |
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9,986 |
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9,986 |
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Total Assets |
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$ |
41,381,125 |
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$ |
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$ |
4,740,728 |
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$ |
46,121,853 |
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10
THE MACERICH PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
DECEMBER 31, 2008 AND 2007
(CONTINUED)
NOTE 4: FAIR VALUE MEASUREMENTS (CONTINUED)
Level 3 Gains and Losses
The following table sets forth a summary of changes in the fair value of the Plans Level 3 assets for the year ended December 31, 2008.
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Sales, |
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Issuances, |
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Appreciation |
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Maturities, |
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Transfers In |
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Beginning |
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(Depreciation) |
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Interest and |
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Settlements, |
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Or Out of |
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Ending Fair |
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Fair Value |
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of Investments |
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Dividends |
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Net |
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Level 3, Net |
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Value |
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Common/Collective Trust |
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$ |
5,324,762 |
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$ |
(337,321 |
) |
$ |
204,766 |
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$ |
(461,465 |
) |
$ |
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$ |
4,730,742 |
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Participant Loans |
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25,164 |
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(15,178 |
) |
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9,986 |
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|
|
||||||
Total |
|
$ |
5,349,926 |
|
$ |
(337,321 |
) |
$ |
204,766 |
|
$ |
(476,643 |
) |
$ |
|
|
$ |
4,740,728 |
|
NOTE 5: PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA.
NOTE 6: CONCENTRATION OF RISK AND UNCERTAINTIES
The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants account balances and the amounts reported in the statement of net assets available for benefits.
NOTE 7: RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per the financial statements to Form 5500:
|
|
December 31, |
|
||||
|
|
2008 |
|
2007 |
|
||
Net assets available for benefits per the financial statements |
|
$ |
46,707,437 |
|
$ |
60,235,436 |
|
Less employer contribution receivable |
|
(195,776 |
) |
|
|
||
|
|
|
|
|
|
||
Net assets available for benefits per Form 5500 |
|
$ |
46,511,661 |
|
$ |
60,235,436 |
|
11
THE MACERICH PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
NOTES TO THE FINANCIAL STATEMENTS
DECEMBER 31, 2008 AND 2007
(CONTINUED)
NOTE 7: RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 (CONTINUED)
The following is a reconciliation of contributions per the financial statements for the year ended December 31, 2008 to Form 5500:
Employer contributions per the financial statement |
|
$ |
3,038,673 |
|
Less current-year employer contribution receivable |
|
(195,776 |
) |
|
|
|
|
|
|
Employer contribution per Form 5500 |
|
$ |
2,842,897 |
|
NOTE 8: SUBSEQUENT EVENTS
Market volatility of investments may substantially impact the value of such investments at any given time. The value of the Plans investments may have changed significantly since December 31, 2008, consistent with the significant fluctuations in market value of securities in the overall financial market.
12
THE MACERICH PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
EIN 95-4853294 PLAN NO. 001
SCHEDULE PROVIDED PURSUANT TO
THE DEPARTMENT OF LABOR RULES AND REGULATIONS
Note: |
Certain schedules required under the Employee Retirement Income Security Act of 1974 have been omitted, as they are not applicable. |
13
THE MACERICH PROPERTY MANAGEMENT COMPANY
401(k) PROFIT SHARING PLAN
EIN 95-4853294 PLAN NO. 001
SCHEDULE OF ASSETS (HELD AT YEAR-END)
DECEMBER 31, 2008
|
|
|
|
Types of |
|
Current |
|
|
Identity of Issuer |
|
Description of Investment |
|
Investment |
|
Value |
|
|
|
|
|
|
|
|
|
|
|
Invesco |
|
AIM Real Estate Fund A |
|
RIC |
|
$ |
1,225,215 |
|
Alliance Bernstein Investments |
|
Alliance Bernstein International Growth Fund A |
|
RIC |
|
2,981,597 |
|
|
Capital |
|
American EuroPacific Growth Fund A |
|
RIC |
|
4,772,322 |
|
|
Cohen & Steers |
|
Cohen & Steers Realty Income Fund A |
|
RIC |
|
245,158 |
|
|
Columbia |
|
Columbia Acorn Fund A |
|
RIC |
|
2,895,173 |
|
|
Dreyfus Corp |
|
Dreyfus Basic S&P 500 Index Fund A |
|
RIC |
|
3,727,576 |
|
|
Eaton Vance Corp. |
|
Eaton Vance Large Cap Value A |
|
RIC |
|
4,551,179 |
|
|
Franklin |
|
Franklin Mutual Qualified Fund A |
|
RIC |
|
3,794,923 |
|
|
Macerich* |
|
Macerich Company Common Stock Fund |
|
MCCSF |
|
1,313,604 |
|
|
MFS |
|
MFS Money Market Fund |
|
RIC |
|
74,142 |
|
|
MFS |
|
MFS Fixed Fund Institutional A |
|
CCT |
|
5,120,550 |
|
|
MFS |
|
MFS Government Securities Fund A |
|
RIC |
|
5,083,002 |
|
|
MFS |
|
MFS Investors Growth Stock Fund A |
|
RIC |
|
3,727,905 |
|
|
MFS |
|
MFS Research Bond Fund A |
|
RIC |
|
3,367,322 |
|
|
MFS |
|
MFS Total Return Fund A |
|
RIC |
|
2,005,726 |
|
|
* |
|
Participant Loans 5.01% to 5.52% |
|
RIC |
|
9,986 |
|
|
UBS |
|
UBS US Allocation Fund A |
|
RIC |
|
1,616,281 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
$ |
46,511,661 |
|
*Indicates a party-in-interest
RIC Registered Investment Companies
CCT Common Collective Trust
MCCSF Macerich Company Common Stock Fund
14
Exhibit 23.1
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Plan Administrator of The Macerich Property Management Company 401(k) Profit Sharing Plan:
We consent to the incorporation by reference in the Registration Statement on Form S-8 (File No. 333-69995) of The Macerich Company of our report dated June 24, 2009, with respect to the statements of net assets available for benefits of The Macerich Property Management Company 401(k) Profit Sharing Plan as of December 31, 2008 and 2007, the related statement of changes in net assets available for benefits for the year ended December 31, 2008, and the related supplemental schedule as of December 31, 2008, which report appears in the December 31, 2008 annual report on Form 11-K of the Macerich Property Management Company 401(k) Profit Sharing Plan.
/s/ Windes & McClaughry Accountancy Corporation
Long Beach, California
June 24, 2009
Exhibit 32
WRITTEN STATEMENT
PURSUANT TO
18 U.S.C. SECTION 1350
The undersigned, Scott W. Kingsmore, the Chief Executive Officer, and Stephanie P. Corcoran, the Chief Financial Officer of The Macerich Property Management Company Profit Sharing Plan (the Plan), pursuant to 18 U.S.C. §1350, hereby certify that:
(i) |
the Annual Report on Form 11-K for the year ended December 31, 2008 of the Plan (the Report) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
|
|
(ii) |
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Plan. |
Dated: June 25, 2009
|
/s/ Scott W. Kingsmore |
|
Scott W. Kingsmore |
|
|
|
|
|
/s/ Stephanie P. Corcoran |
|
Stephanie P. Corcoran |
A signed original of this written statement required by Section 906 has been provided to The Macerich Company and will be retained by The Macerich Company and furnished to the Securities and Exchange Commission or its staff upon request.