The Macerich Co.”™s board of directors has unanimously rejected a second proposal from rival mall owner and operator Simon Property Group Inc. to acquire it in a deal worth $23.2 billion.
The action came 11 days after Simon sweetened its original, unsolicited bid of $91 per share in cash and stock to $95.50 per share.
The companies are two of the largest retail mall operators in the nation and metropolitan New York.
“Our board carefully reviewed Simon Property Group”™s revised proposal and concluded that it does not reflect the full value of our company,” Arthur Coppola, chairman and CEO of Macerich, said in a statement. “Simon’s proposal has shined a bright light on the value of Macerich and our unparalleled collection of assets in the most desirable and highest barrier-to-entry markets. We have a long-term successful track record and a strategy that positions Macerich as the premier, pure-play high-end mall REIT with numerous embedded opportunities for future value creation and significant upside potential.”
Indianapolis-based Simon Property Group said in a statement it had withdrawn its offer in light of the board”™s action.
In a letter to David E. Simon, chairman and CEO of Simon Property Group, Coppola said in part, “Our board believes that continuing to execute on our strategic plan will yield substantially more value for our stockholders.”
After Macerich rejected the initial offer, Simon said in a statement:
“It is truly disappointing Macerich would not even meet to discuss our proposal and remarkable that its view on value could have changed so drastically just four months after issuing 10.9 percent of its shares at the $71 level.
“Macerich”™s rejection is based on a rosy view of its future prospects. Shareholders should closely examine Macerich’s history of delivering on its forecasts, which pales in comparison to Simon’s long track record of delivering industry-leading results that have outpaced Macerich in virtually every operating and financial category.”
Santa Monica, Calif.-based Macerich owns 54 million square feet of real estate consisting primarily of interests in 51 regional shopping centers, including the Cross County Shopping Center in Yonkers and Danbury Fair, the second-largest mall in Connecticut.
Simon Property Group owns or has an interest in 228 retail real estate properties comprising 189 million square feet worldwide. It operates The Galleria at White Plains and The Westchester mall in White Plains, Jefferson Valley Mall in Yorktown Heights, The Shops at Nanuet in Rockland County and Woodbury Common Premium Outlets in Orange County.
