Common Contracts

2 similar Exchange Agreement contracts by Forest City Enterprises Inc

EXCHANGE AGREEMENT
Exchange Agreement • December 14th, 2012 • Forest City Enterprises Inc • Operators of nonresidential buildings

___________________ (the “Undersigned”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Undersigned holds contractual and investment authority (each Account, as well as the Undersigned if it is exchanging Preferred Stock (as defined below) hereunder, a “Holder”), enters into this Exchange Agreement (the “Agreement”) with Forest City Enterprises, Inc., an Ohio corporation (the “Company”), on December ___, 2012 whereby the Holders will exchange (the “Exchange”) shares of the Company's Series A Cumulative Perpetual Convertible Preferred Stock (the “Preferred Stock”) for shares of the Company's Class A common stock, par value $0.33 1/3 per share (the “Class A Common Stock”), and a cash payment.

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EXCHANGE AGREEMENT
Exchange Agreement • October 16th, 2012 • Forest City Enterprises Inc • Operators of nonresidential buildings

___________________ (the “Undersigned”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Undersigned holds contractual and investment authority (each Account, as well as the Undersigned if it is exchanging Preferred Stock (as defined below) hereunder, a “Holder”), enters into this Exchange Agreement (the “Agreement”) with Forest City Enterprises, Inc., an Ohio corporation (the “Company”), on October ___, 2012 whereby the Holders will exchange (the “Exchange”) shares of the Company’s Series A Cumulative Perpetual Convertible Preferred Stock (the “Preferred Stock”) for shares of the Company’s Class A common stock, par value $0.33⅓ per share (the “Class A Common Stock”), and a cash payment.

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