Skip to main content

Forest City Enterprises, long a family-controlled corporation, to shift to a majority of independent directors; also, new plans to sell land, change corporate focus

Forest City Enterprises (FCE), parent of Brooklyn developer Forest City Ratner, is making some changes.

It has decided to sell its land band business to focus on"core rental products - apartments, office and retail properties" in core markets (including New York), and also to divest itself from properties in non-core markets.

Also, long controlled by some interlocking families, namely the Ratners, FCE is shifting its board to a majority of independent director, rather than family members.

That may be an effort to enhance credibility in the marketplace, but even independent directors are not necessarily corporate watchdogs, as history has proven again and again. FCE public board meetings, at least according to webcasts, show a clubby, go-along atmosphere.

Repositioning the company

The new business focus will cost the company's bottom line--an impairment charge means that the assets are worth less on the market than currently assumed--but also will provide new cash to drive new investments and pay off loans.

From the press release:
A primary driver of the company's strategic plan is greater focus on core rental products - apartments, office and retail - in core markets - New York, Washington, D.C., Boston, Dallas, Los Angeles, San Francisco and Denver.
As part of the commitment to greater focus on core markets and products, Forest City will strategically reposition or divest portions of its land business and is actively reviewing alternatives to do so. The land business buys and sells raw land, develops subdivisions and sells lots to homebuilders. The land portfolio consists of approximately 35 active projects primarily located in the Southwestern U.S., Texas, the Carolinas and Ohio.
As a result of this decision, Forest City expects to recognize a non-cash impairment charge of approximately $150-$165 million, pre-tax, in the quarter ended January 31, 2012. Anticipated cash proceeds from executing the repositioning will be used to both pay down debt and selectively activate new development.
The press release on directors

A press release from FCE, Forest City Announces Governance Actions:
CLEVELAND, Feb. 2, 2012 /PRNewswire via COMTEX/ --Forest City Enterprises, Inc., (NYSE: FCEA and FCEB) today announced that its board of directors has determined to reduce the size of the board from the current 15 authorized seats to 13, effective with the company's annual meeting of shareholders in June

The board further determined that it expects seven of the 13 director nominees at the upcoming annual meeting to be independent, subject to identifying a suitable additional independent candidate for nomination to the board.

Two non-independent directors, James A. Ratner and Joan K. Shafran, will complete their service as directors at the annual meeting and will not be re-nominated. Ratner is an executive vice president of Forest City Enterprises and is chairman and CEO of the company's Commercial Group, its largest business unit. He will continue to serve the company in those capacities.

Commenting on the planned change, Chairman Charles A. Ratner stated, "The board determined that reducing the overall size of the board and moving to a majority of independent directors are prudent steps in keeping with our continuing commitment to good corporate governance practices. The board thanks Jim and Joan for their diligent and faithful service as directors."

"Forest City has a rich culture and a history of growth and adapting to change," Ratner added. "The actions we are taking demonstrate our commitment to that legacy and to continuing to improve, evolve and grow."
An analyst who follows the company applauded. Reported the Plain Dealer of Cleveland:
"There are two things that have greatly improved the governance at Forest City in the last year," said Paul Adornato, an analyst who tracks the company for BMO Capital Markets. "First, the company appointed the first non-family member as CEO in the company's history. Secondly, they have reduced the size of the board and have independent directors comprising the majority of the board.
"These are both shareholder-friendly moves."
Well, where were the analysts regularly complaining about the "shareholder-unfriendly" board dominated by one family?

The current board

Independent (6): Arthur F. Anton, Scott S. Cowen, Michael P. Esposito Jr., Deborah L. Harmon, Stan Ross, Louis Stokes

Family (7): Brian J. Ratner, Bruce C. Ratner, Charles A. Ratner, James A. Ratner, Ronald A. Ratner, Deborah Ratner Salzberg, Joan K. Shafran

Ex oficio (1): David J. LaRue (the first non-family CEO)


Comments

Popular posts from this blog

Barclays Center/Levy Restaurants hit with suit charging discrimination on disability, race; supervisors said to use vicious slurs, pursue retaliation

The Daily News has an article today, Barclays Center hit with $5M suit claiming discrimination against disabled, while the New York Post headlined its article Barclays Center sued over taunting disabled employees.

While that's part of the lawsuit, more prominent are claims of racial discrimination and retaliation, with black employees claiming repeated abuse by white supervisors, preferential treatment toward Hispanic colleagues, and retaliation in response to complaints.

Two individual supervisors, for example, are charged with  referring to black employees as “black motherfucker,” “dumb black bitch,” “black monkey,” “piece of shit” and “nigger.”

Two have referred to an employee blind in one eye as “cyclops,” and “the one-eyed guy,” and an employee with a nose disorder as “the nose guy.”

There's been no official response yet though arena spokesman Barry Baum told the Daily News they, but take “allegations of this kind very seriously” and have "a zero tolerance policy for…

Behind the "empty railyards": 40 years of ATURA, Baruch's plan, and the city's diffidence

To supporters of Forest City Ratner's Atlantic Yards project, it's a long-awaited plan for long-overlooked land. "The Atlantic Yards area has been available for any developer in America for over 100 years,” declared Borough President Marty Markowitz at a 5/26/05 City Council hearing.

Charles Gargano, chairman of the Empire State Development Corporation, mused on 11/15/05 to WNYC's Brian Lehrer, “Isn’t it interesting that these railyards have sat for decades and decades and decades, and no one has done a thing about them.” Forest City Ratner spokesman Joe DePlasco, in a 12/19/04 New York Times article ("In a War of Words, One Has the Power to Wound") described the railyards as "an empty scar dividing the community."

But why exactly has the Metropolitan Transportation Authority’s Vanderbilt Yard never been developed? Do public officials have some responsibility?

At a hearing yesterday of the Brooklyn Borough Board Atlantic Yards Committee, Kate Suisma…

No, security guards can't ban photos. Questions remain about visibility of ID/sticker system.

The bi-monthly Atlantic Yards/Pacific Park Community Update meeting June 14, held at 55 Hanson Place, addressed multiple issues, including delays in the project, a new detente with project neighbors,concerns about traffic congestion, upcoming sewer work and demolitions, and an explanation of how high winds caused debris to fly off the under-construction 38 Sixth Avenue building. I'll have more coverage.
Security issues came up several times at the meeting.
Wayne Bailey, a resident who regularly takes photos and videos (that I often use) of construction/operations issues that impact residents, asked representatives of Tishman Construction if the security guard at the sites they're building works for them.
After Tishman Senior VP Eric Reid said yes, Bailey asked why a guard told him not to shoot video of the site, even though he was on a public street.

"I will address it with principals for that security firm," Reid said.
Forest City Ratner executive Ashley Cotton, the …

Barclays Center event June 11 to protest plans to expand Israeli draft; questions about logistics

At right is a photo of a poster spotted in Hasidic Williamsburg right. Clearly there's an event scheduled at the Barclays Center aimed at the Haredi Jewish community (strict Orthodox Jews who reject secular culture), but the lack of English text makes it cryptic.

The website Matzav.com explains, Protest Against Israeli Draft of Bnei Yeshiva Rescheduled for Barclays Center:
A large asifa to protest the drafting of bnei yeshiva in Eretz Yisroel into the Israeli army that had been set to take place this month will instead be held on Sunday, 17 Sivan/June 11, at the Barclays Center in Downtown Brooklyn, NY. So attendees at a big gathering will protest an apparent change of policy that will make it much more difficult for traditional Orthodox Jewish students--both Hasidic (who follow a rebbe) and non-Hasidic (who don't)--to get deferments from the draft. Comments on the Yeshiva World website explain some of the debate.

The logistical questions

What's unclear is how large the ev…

Atlantic Yards/Pacific Park graphic: what's built/what might be coming (post-dated pinned post)

Click on graphic to enlarge. This is post-dated to stay at the top of the blog. It will be updated as announced configurations change and buildings launch. The August 2014 tentative configurations proposed by developer Greenland Forest City Partners will change, and the project is already well behind that tentative timetable.


Atlanta's Atlantic Yards moves ahead

First mentioned in April, the Atlantic Yards project in Atlanta is moving ahead--and has the potential to nudge Atlantic Yards in Brooklyn further down in Google searches.

According to a 5/30/17 press release, Hines and Invesco Real Estate Announce T3 West Midtown and Atlantic Yards:
Hines, the international real estate firm, and Invesco Real Estate, a global real estate investment manager, today announced a joint venture on behalf of one of Invesco Real Estate’s institutional clients to develop two progressive office projects in Atlanta totalling 700,000 square feet. T3 West Midtown will be a 200,000-square-foot heavy timber office development and Atlantic Yards will consist of 500,000 square feet of progressive office space in two buildings. Both projects are located on sites within Atlantic Station in the flourishing Midtown submarket.
Hines will work with Hartshorne Plunkard Architecture (HPA) as the design architect for both T3 West Midtown and Atlantic Yards. DLR Group will be t…

Not quite the pattern: Greenland selling development sites, not completed condos

Real Estate Weekly, reporting on trends in Chinese investment in New York City, on 11/18/15 quoted Jim Costello, a senior vice president at research firm Real Capital Analytics:
“They’re typically building high-end condos, build it and sell it. Capital return is in a few years. That’s something that is ingrained in the companies that have been coming here because that’s how they’ve grown in the last 35 years. It’s always been a development game for them. So they’re just repeating their business model here,” he said. When I read that last November, I didn't think it necessarily applied to Atlantic Yards/Pacific Park, now 70% owned (outside of the Barclays Center and B2 modular apartment tower), by the Greenland Group, owned significantly by the Shanghai government.
A majority of the buildings will be rentals, some 100% market, some 100% affordable, and several--the last several built--are supposed to be 50% market/50% subsidized. (See tentative timetable below.)

Selling development …