NEW YORK (The Deal) -- Simon Property Group (SPG - Get Report) made what it called its "best and final" offer for Macerich (MAC - Get Report) on Friday, raising its hostile bid for the rival commercial property holder to $23.2 billion.
Indianapolis-based Simon announced a $91 per share cash and stock offer for Macerich on March 9 with that valued the rival REIT's equity at about $16 billion. Macerich rejected that offer on March 17, arguing it undervalues the company and enacting defenses ahead of a possible battle.
Macerich chairman and CEO Arthur Coppola said in a statement at the time that the company has concluded it can generate more value on its own.
"We believe that our continued focus on portfolio transformation, productivity enhancement and development opportunities will deliver industry-leading growth and significantly greater value to Macerich stockholders than Simon's proposal," Coppola said.
Simon's revised bid offers holders of Santa Monica, Calif.-based Macerich $95.50 per share in a mix of cash and stock. Simon said the offer represents a 37% premium to Macerich's closing price on Nov. 18, the day before Simon disclosed a 3.6% stake in Macerich and sparked takeover talk.
As part of the deal Simon intends to sell certain holdings to General Growth Properties (GGP). Macerich said in its rejection that the arrangement "raises questions of legality," but Simon on Friday said that the offer carries no financing conditions and that it believes "there are no legal or other impediments" to completing the transaction.
Simon chairman and CEO David Simon called Macerich's decision to adopt a poison pill "disappointing" in a statement, and called on the company to come to the table. "We hope you and your board will give this offer full and fair consideration and will take into account input from Macerich shareholders," the executive said.
The revised offer appears designed to prompt Macerich shareholders to put pressure on the company to start talks. Simon said that his company has decided against nominating directors to the Macerich board and other actions that would "prolong this process."
Simon said that if it has not met with Macerich to negotiate terms and conditions by end of day April 1, the offer will be withdrawn.Read more from: