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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT NO. 10
to
SCHEDULE 13D
Under the Securities Exchange Act of 1934
CATELLUS DEVELOPMENT CORPORATION
(Name of Subject Company)
Common Shares, $0.01 par value
(Title of Class of Securities)
149-111-106
(CUSIP Number)
Sheryl Pressler
Chief Investment Officer
California Public Employees'
Retirement System
Lincoln Plaza, 400 "P" Street
Sacramento, California 95814
Tel. No. (916) 326-3828
---------------------------------------
(Name, Address and Telephone Number of
Persons Authorized to Receive
Notices and Communications)
October 8, 1997
-----------------------------
(Date of Event Which Requires
Filing of this Statement)
Page 1 of 6 Pages
The Index to Exhibits is on Page 4
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This Amendment No. 10 amends and supplements the Statement on
Schedule 13D (the "Schedule 13D") filed by California Public Employees'
Retirement System ("CalPERS"), a governmental employee pension fund, which is a
unit of the State and Consumer Services Agency of the State of California, with
respect to the common stock, par value $0.01 per share (the "Common Stock"), of
Catellus Development Corporation, a Delaware corporation (the "Issuer").
Capitalized terms used but not defined in this Amendment No. 10 have the
meanings given to such terms in the Schedule 13D.
Item 4. Purpose of the Transaction.
Item 4 is amended by adding to the end thereof the following
information:
On October 8, 1997 CalPERS and the Issuer issued a joint press
release announcing the proposed public offering of shares of Common Stock held
by CalPERS. The description of the joint press release is qualified in its
entirety by reference to the text of such document, which is filed as Exhibit
16 hereto and incorporated herein by this reference.
Item 5. Interest in Securities of Issuer.
Item 5 is amended by adding to the end thereof the following
information:
On October 8, 1997 CalPERS and the Issuer issued a joint press
release announcing the proposed public offering of shares of Common Stock held
by CalPERS. The description of the joint press release is qualified in its
entirety by reference to the text of such document, which is filed as Exhibit
16 hereto and incorporated herein by this reference.
Item 6. Contracts, Arrangements, Understandings Where Relationship With
Respect to Securities of the Issuer.
Item 6 is amended by adding to the end thereof the following
information:
On October 8, 1997 CalPERS and the Issuer issued a joint press
release announcing the proposed public offering of shares of Common Stock held
by CalPERS. The description of the joint press release is qualified in its
entirety by reference to the text of such document, which is filed as Exhibit
16 hereto and incorporated herein by this reference.
Item 7. Material to be Filed as Exhibits.
Item 7 is hereby amended by adding the following exhibit:
16. Joint Press Release of CalPERS and the Issuer dated
October 8, 1997.
Page 2 of 6 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
Date: October 9, 1997 CALIFORNIA PUBLIC EMPLOYEES' RETIREMENT
SYSTEM
By: /s/ SHERYL PRESSLER
--------------------------------------
Sheryl Pressler
Title: Chief Investment Officer
Page 3 of 6 Pages
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Number Page
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<S> <C> <C>
16. Joint Press Release of CalPERS and the 5
Issuer dated October 8, 1997.
</TABLE>
Page 4 of 6 Pages
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NEWS
CATELLUS DEVELOPMENT CORPORATION
201 MISSION STREET
SAN FRANCISCO, CALIFORNIA 94105
CONTACT: Catellus Development Corporation
Jennifer Ruddock
415/974-4649
California Public Employees' Retirement System
Office of Public Affairs - Pat Macht/Brad Pacheco
916/326-3991
CATELLUS DEVELOPMENT CORPORATION AND CalPERS
ANNOUNCE PROPOSED PUBLIC OFFERING OF COMMON STOCK
San Francisco, California, October 8, 1997 -- Catellus Development Corporation
and the California Public Employees' Retirement System ("CalPERS") today
jointly announced that CalPERS had requested that Catellus file a registration
statement in connection with a proposed underwritten public offering of a
portion of Catellus common stock currently held by CalPERS. Of the more than
37,750,000 shares of Catellus common stock currently held by CalPERS, the
registration statement will include 16,500,000 shares (plus an additional
2,475,000 shares to cover over-allotments), or approximately one-half of
CalPERS' holdings. CalPERS' request was made in accordance with an existing
registration rights agreement. The registration statement is expected to be
filed with the Securities and Exchange Commission within the next several
weeks.
CalPERS simultaneously filed an amendment to its 13D with the
SEC. In that filing, CalPERS stated that the proposed sale of a portion of its
common stock is intended to further the ongoing diversification of its $6.4
billion real estate portfolio while continuing to invest in Catellus. If all
the shares to be registered are sold, immediately after the public offering
CalPERS would continue to hold in excess of 18,775,000 shares, or approximately
18% of the outstanding Catellus common stock, which will represent a
significant component of CalPERS' strategic commitment to real estate
investment in
Page 5 of 6 Pages
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California. CalPERS said that it will continue to hold those shares as an
investment, and will continue to review and evaluate its investment in the
common stock of the company in conjunction with the overall management of its
real estate portfolio.
Offers of the shares of common stock covered by the proposed
registration statement will be made only by means of a prospectus. The common
stock covered by the proposed registration statement may not be sold nor may
offers to buy be accepted prior to the time the registration statement becomes
effective. This press release shall not constitute an offer to sell or the
solicitation of any offer to buy nor shall there be any sale of the shares of
common stock in any state in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of
any such state.
Page 6 of 6 Pages
