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    Mack-Cali Realty Corporation filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits

    11/8/21 5:15:28 PM ET
    $CLI
    Real Estate Investment Trusts
    Consumer Services
    Get the next $CLI alert in real time by email
    0000924901 false 0001067063 false 8-K 2021-11-8 false false false false 0000924901 2021-11-08 2021-11-08 0000924901 cli:MackCaliRealtyLPMember 2021-11-08 2021-11-08 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

     

    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): November 8, 2021 (November 8, 2021)

     

     

     

    MACK-CALI REALTY CORPORATION

    (Exact Name of Registrant as Specified in Charter)

     

    Maryland   1-13274   22-3305147
    (State or Other Jurisdiction
    of Incorporation)
      (Commission File Number)   (IRS Employer
    Identification No.)

     

    Harborside 3, 210 Hudson St., Ste. 400

    Jersey City, New Jersey 07311

    (Address of Principal Executive Offices) (Zip Code)

     

    (732) 590-1010

    (Registrant’s telephone number, including area code)

     

    MACK-CALI REALTY, L.P.

    (Exact Name of Registrant as Specified in Charter)

     

    Delaware   333-57103   22-3315804
    (State or Other Jurisdiction
    of Incorporation)
      (Commission File Number)   (IRS Employer
    Identification No.)

     

    Harborside 3, 210 Hudson St., Ste. 400

    Jersey City, New Jersey 07311

    (Address of Principal Executive Offices) (Zip Code)

     

    (732) 590-1010

    (Registrant’s telephone number, including area code)

     

    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):

     

    ¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    ¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    ¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    ¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

     

    Securities Registered Pursuant to Section 12(b) of the Act:

     

    Title of each class   Trading Symbol(s)   Name of each exchange on which registered
    Common Stock, par value $0.01   CLI   New York Stock Exchange

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).    Emerging growth company ¨

     

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

     

     

    Co-Registrant CIK 0001067063
    Co-Registrant Amendment Flag false
    Co-Registrant Form Type 8-K
    Co-Registrant DocumentPeriodEndDate 2021-11-8
    Co-Registrant Written Communications false
    Co-Registrant Solicitating Materials false
    Co-Registrant PreCommencement Tender Offer false
    Co-Registrant PreCommencement Issuer Tender Offer false

     

     

     

     

    Item 7.01 Regulation FD

     

    Beginning on November 9, 2021, Mack-Cali Realty Corporation, a Maryland corporation (the “General Partner”) and the general partner of Mack-Cali Realty, L.P. (the “Company,” and together with the General Partner, the “Registrants”), will participate in investor meetings and the NAREIT REITWorld 2021 Annual Conference during which members of the General Partner’s management will make presentations to investors. A copy of the General Partner’s investor presentation is furnished herewith as Exhibit 99.1.

     

    Limitation of Incorporation by Reference

     

    In accordance with General Instruction B.2. of Form 8-K, this information, including Exhibit 99.1 furnished herewith, is furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act. The information in this Item 7.01 of this Current Report on Form 8-K (including the exhibit hereto) will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

     

    Cautionary Statements

     

    This Current Report on Form 8-K, including the exhibits furnished herewith, contains “forward-looking statements” within the meaning of Section 21E of the Exchange Act. Such forward-looking statements relate to, without limitation, our future economic performance, plans and objectives for future operations and projections of revenue and other financial items. Forward-looking statements can be identified by the use of words such as “may,” “will,” “plan,” “potential,” “project,” “should,” “expect,” “anticipate,” “estimate,” “target,” “continue” or comparable terminology. Forward-looking statements are inherently subject to certain risks, trends and uncertainties, many of which we cannot predict with accuracy and some of which we might not even anticipate. Although we believe that the expectations reflected in such forward-looking statements are based upon reasonable assumptions at the time made, we can give no assurance that such expectations will be achieved. Future events and actual results, financial and otherwise, may differ materially from the results discussed in the forward-looking statements as a result of various factors, including those listed in Exhibit 99.1 on page 2 and incorporated by reference herein. Readers are cautioned not to place undue reliance on these forward-looking statements. Unless required by U.S. federal securities laws, we do not intend to update any of the forward-looking statements to reflect circumstances or events that occur after the statements are made or to conform the statements to actual results. The information contained in this Current Report on Form 8-K, including the exhibit filed herewith, should be viewed in conjunction with the consolidated financial statements and notes thereto appearing in the Registrants’ Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q.

     

     

     

    In connection with the foregoing, the Registrants hereby furnish the following document:

     

    Item 9.01Financial Statements and Exhibits

     

    (d)  Exhibits

     

    Exhibit Number   Exhibit Title
         
    99.1   Investor Presentation.
         
    104.1   Cover Page Interactive Data File (embedded within the Inline XBRL document).

     

     

     

    SIGNATURES

     

    Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     

      MACK-CALI REALTY CORPORATION
       
    Dated: November 8, 2021 By: /s/ Gary T. Wagner
        Gary T. Wagner
        General Counsel and Secretary
       
      MACK-CALI REALTY, L.P.
       
      By: Mack-Cali Realty Corporation,
        its general partner
       
       
    Dated: November 8, 2021   By: /s/ Gary T. Wagner
          Gary T. Wagner
          General Counsel and Secretary

     

     

     

    EXHIBIT INDEX

     

    Exhibit Number   Exhibit Title
         
    99.1   Investor Presentation.
         
    104.1   Cover Page Interactive Data File (embedded within the Inline XBRL document).

     

     

     

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