Simon and Farallon Commence Tender Offer to Acquire The Mills Common Shares for $25.25 Per Share in Cash
01 Março 2007 - 9:58AM
PR Newswire (US)
INDIANAPOLIS and SAN FRANCISCO, March 1 /PRNewswire-FirstCall/ --
Simon Property Group, Inc. (NYSE:SPG) ("SPG") and Farallon Capital
Management, L.L.C. ("Farallon"), today announced that a joint
venture between an entity owned by SPG and funds managed by
Farallon has commenced a tender offer to purchase all of the
outstanding shares of The Mills Corporation (NYSE:MLS) ("The
Mills") common stock for $25.25 per share in cash. The tender offer
(the "Offer") is being made pursuant to a merger agreement ("the
Agreement") with The Mills, dated as of February 12, 2007, and is
scheduled to expire at midnight, New York City time, at the end of
Wednesday March 28, 2007, unless extended. The Board of Directors
of The Mills has recommended that holders of shares of The Mills
common stock accept the Offer and tender their shares in the Offer.
There is no financing condition to the tender offer. The tender
offer is subject to the satisfaction of certain conditions set
forth in the Agreement, including there being validly tendered and
not withdrawn that number of shares of The Mills common stock that,
together with all other shares owned by SPG, certain funds managed
by Farallon and their respective affiliates, represents a majority
of the total number of outstanding shares of common stock of The
Mills on a fully-diluted basis, and other customary conditions.
Merrill Lynch & Co. is serving as financial advisor and Fried,
Frank, Harris, Shriver & Jacobson LLP is acting as legal
counsel to SPG. Paul, Weiss, Rifkind, Wharton & Garrison LLP
and Richards Kibbe & Orbe LLP are acting as legal counsel to
Farallon. About Simon Property Group Simon Property Group, Inc.
("SPG"), an S&P 500 company headquartered in Indianapolis,
Indiana, is a real estate investment trust engaged in the
ownership, development and management of retail real estate,
primarily regional malls, Premium Outlet Centers(R) and
community/lifestyle centers. SPG's current total market
capitalization is approximately $52 billion. Through its subsidiary
partnership, SPG currently owns or has an interest in 286
properties in the United States containing an aggregate of 201
million square feet of gross leasable area in 38 states plus Puerto
Rico. SPG also owns interests in 53 European shopping centers in
France, Italy, and Poland; 5 Premium Outlet Centers in Japan; and
one Premium Outlet Center in Mexico. Additional Simon Property
Group information is available at http://www.simon.com/. About
Farallon Capital Management, L.L.C. Farallon Capital Management,
L.L.C. ("Farallon") is a global, San Francisco-based investment
management company that manages discretionary equity capital of
more than $26 billion, largely from institutional investors such as
university endowments, foundations, and pension plans. Farallon was
founded in March 1986 by Thomas F. Steyer. Farallon invests in
public and private debt and equity securities, direct investments
in private companies and real estate. Farallon invests in real
estate across all asset classes around the world, including the
United States, Europe, Latin America and India. More information
about Farallon may be found at http://www.faralloncapital.com/.
Forward-Looking Statements This release contains some
forward-looking statements as defined by the federal securities
laws which are based on our current expectations and assumptions,
which are subject to a number of risks and uncertainties that could
cause actual results to differ materially from those anticipated,
projected or implied. We undertake no obligation to publicly update
any forward-looking statements, whether as a result of new
information, future events or otherwise. This announcement is for
informational purposes only and does not constitute an offer to
purchase or a solicitation of an offer to sell any securities. The
solicitation and the offer to purchase all of the outstanding
shares of The Mills common stock are only being made pursuant to
the tender offer statement, offer to purchase and related materials
that are being filed with the Securities and Exchange Commission
(SEC) on March 1, 2007. The Mills stockholders are urged to read
the tender offer statement, letter of transmittal and other
materials relating to the tender offer, as they contain important
information, including the various terms of, and conditions to, the
tender offer. Stockholders can obtain a copy of the tender offer
statement, letter of transmittal and other related materials free
of charge from the SEC's Edgar Database, which can be accessed
through the SEC's Internet site (http://www.sec.gov/) or from the
information agent for the tender offer, Innisfree M&A
Incorporated, by calling (888) 750-5834 (call toll-free). We urge
The Mills stockholders to carefully read those materials prior to
making any decision with respect to the tender offer. DATASOURCE:
Simon Property Group, Inc. CONTACT: Media, Hugh Burns, Stephanie
Pillersdorf, or Brooke Morganstein of Sard Verbinnen & Co,
+1-212-687-8080, for Simon Property Group, Inc.; or investors,
Shelly Doran of Simon Property Group, Inc., +1-317-685-7330 Web
site: http://www.simon.com/
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