Simon Property Group to Acquire Prime Outlets
INDIANAPOLIS, Dec. 8 /PRNewswire-FirstCall/ -- Simon Property Group, Inc. (NYSE: SPG) ("Simon") announced today that it has entered into a definitive agreement whereby Simon will acquire all of the outlet shopping center business of Prime Outlets Acquisition Company and certain of its affiliated entities ("Prime Outlets") in a transaction valued at approximately $2.325 billion, including the assumption of Prime Outlets' existing indebtedness and preferred stock.
Under the terms of the agreement, Simon will pay equity consideration of approximately $0.7 billion for the owners' interests in Prime Outlets. The equity consideration to Prime Outlets' owners will generally be comprised of 80% in cash and 20% in SPG common operating partnership units, which will be based on a ten day trading average of SPG common stock shortly before closing, subject to a 10% collar.
Prime Outlets is a leading owner, manager, operator and developer of outlet centers in the U.S. The Prime Outlets portfolio includes 22 high quality outlet centers located in major metropolitan markets such as Washington D.C., Baltimore, MD and San Antonio, TX and popular tourist destinations such as Orlando, FL and Williamsburg, VA. As of June 30, 2009, Prime Outlets' centers were 92% occupied and generated annual sales per square foot of approximately $370.
Commenting on the transaction, David Simon, SPG Chairman and Chief Executive Officer, stated "Prime Outlets is an excellent opportunity for Simon as it represents a strong strategic fit for our existing Premium Outlet portfolio and enhances our leadership position in the outlet business. Following the completion of this transaction our outlet portfolio will have 63 centers comprising approximately 25 million square feet."
Simon expects the transaction to be immediately accretive to Funds from Operations.
Simon intends to fund the cash portion of the equity consideration using its existing sources of capital. Simon was advised in this transaction by UBS Investment Bank and JP Morgan and was represented by Fried, Frank, Harris, Shriver & Jacobson LLP.
The Prime Outlets portfolio is comprised of the following assets:
Prime Outlets Property Roster Property City / State GLA (sq. ft.) Prime Outlets Orlando Orlando, FL 773,368 Prime Outlets Birch Run Birch Run, MI 681,621 Prime Outlets San Marcos San Marcos, TX 672,093 Prime Outlets Grove City Grove City, PA 532,152 Prime Outlets Williamsburg Williamsburg, VA 521,604 Prime Outlets Hagerstown Hagerstown, MD 484,906 Prime Outlets Ellenton Ellenton, FL 476,755 Prime Outlets Jeffersonville Jeffersonville, OH 409,869 Prime Outlets Pleasant Prairie Pleasant Prairie, WI 401,436 Prime Outlets St. Augustine St. Augustine, FL 338,414 Prime Outlets Barceloneta Barceloneta, PR 331,813 Prime Outlets Gaffney Gaffney, SC 303,602 Prime Outlets Gulfport Gulfport, MS 302,783 Prime Outlets Queenstown Queenstown, MD 298,409 Prime Outlets Huntley Huntley, IL 278,759 Prime Outlets Calhoun Calhoun, GA 253,667 Prime Outlets Lebanon Lebanon, TN 226,869 Prime Outlets Lee Lee, MA 224,519 Prime Outlets Florida City Florida City, FL 207,873 Outlet Marketplace Orlando, FL 204,866 Prime Outlets Pismo Beach Pismo Beach, CA 147,416 Prime Outlets Naples Naples, FL 145,966 Total 8,218,760
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