Simon Property and Taubman revise terms of merger deal

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Simon Property Group, the biggest U.S. mall operator, will cut its purchase price for an 80% stake of rival Taubman Centers by 18%, both companies said on Sunday, as the coronavirus upends the retail industry sector.
The agreed discount comes as the two companies settled a legal dispute over the transaction, which Simon had previously threatened to walk away from, citing the hit to the industry from COVID-19.
Under the revised terms, Simon will pay $2.65 billion for the 80% stake in the Taubman Realty Group (TRG), cutting its offer price to $43 per share in cash from $52.50 originally announced in February.
The Taubman family will sell about one-third of its ownership interest at the transaction price, leaving them with a 20% stake in TRG, the companies added.
The companies said they also have settled their pending litigation in a Michigan court over the merger and the companies expect the deal to close later this year or early next year.
Simon, which runs shopping chains such as the Woodbury Common Premium Outlets in New York, said in June it was abandoning the deal.
Simon said at that time the coronavirus outbreak had “disproportionately hurt” Taubman’s malls given their location in densely populated metropolitan areas and reliance on tourism.
Online shopping growth had already slashed foot traffic at brick-and-mortar retail stores and the pandemic has only accelerated that trend.
Simon also said Taubman did not cut costs to mitigate the impact of the pandemic.
Taubman had said Simon’s termination of the deal was without merit and filed a lawsuit rejecting Simon’s allegations.
Questions & Answers
Q.Why did Simon Property Group initially try to abandon the merger deal?
Why did Simon Property Group initially try to abandon the merger deal?
Simon Property Group cited the disproportionate impact of the coronavirus on Taubman's malls, particularly due to their location in densely populated areas and reliance on tourism. Simon also stated Taubman did not cut costs to mitigate the pandemic's effects.
Q.What is the total value Simon Property Group will now pay for the stake in Taubman Realty Group?
What is the total value Simon Property Group will now pay for the stake in Taubman Realty Group?
Under the revised terms, Simon Property Group will pay $2.65 billion for an 80% stake in the Taubman Realty Group (TRG). This represents an 18% reduction from the initial purchase price.
Q.What ownership stake will the Taubman family retain in TRG after the transaction?
What ownership stake will the Taubman family retain in TRG after the transaction?
The Taubman family will sell approximately one-third of their current ownership interest at the agreed transaction price. This will leave them with a 20% stake in the Taubman Realty Group (TRG).
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