GGP Validates Receipt of Unsolicited Proposal from Brookfield, Shopping mall REIT’s Board Develops Special Committee to Evaluate Deal
Brookfield Property Partners LP(NYSE: BPY) (TSX: BPY.UN) has actually made a non-binding proposal to obtain GGP Inc. (NYSE: GGP) beyond the 34% it already owns.
Brookfield would pay $23/share payable in money and stock at an overall value of $14.8 billion.
The proposal represents a premium of 21% to the unaffected closing share price of GGP’s typical stock of $19.01 on Nov. 6, 2017, prior to when reports of such a deal started distributing.
Since Sept. 30, GGP owns full or partial interest in 126 retail residential or commercial properties totaling about 125 million square feet.
Looking only at the highest-quality assets in its retail portfolio, Brookfield Property reported that if believes that 75 of the 126 properties are of the “greatest quality.” Same-store NOI at those 75 was up 4% in the third quarter.
Tenancy across the whole portfolio increased 80 basis points year over year to 95.4%.
“These favorable outcomes demonstrate that well-located, top quality retail real estate in the United States continues to perform well, despite negative understanding in the public markets,” Brookfield reported to investors last week. “While some sellers continue to deal with substantial challenges in growing their services, those sellers focused on the crossway of physicals retail with online sales channels continue to expand and grow. This development is evident from the almost 10 million square feet of renting we have actually completed so far in 2017, which is up from 9.5 million square feet for all 2016.”
GGP has continued this year to get big-box anchor spaces in its shopping malls and rearrange them.
“We can make excellent returns doing this and it is one of the best chances in U.S. retail today,” Brookfield reported. “In this regard, we recently got, either directly or by means of lease termination, 21 Sears places attached to GGP and Rouse shopping malls for $314 million. As Sears continues to rationalize its property assets, we have the ability to additional buy our shopping malls and transform these areas into higher-paying junior box utilizes and inline renters. On much of these tasks we are projecting levered returns of more than 20% on our invested capital.”
If approved, the GGP transaction would create in Brookfield Property one of the largest listed property companies in the world, with an ownership interest in nearly $100 billion of real estate possessions worldwide and annual net operating earnings of roughly $5 billion.
“Brookfield’s access to massive capital and deep operating proficiency throughout several property sectors integrated with GGP’s top quality retail possession base will allow us to maximize the value of these irreplaceable assets,” stated Brian Kingston, CEO of Brookfield Residential Or Commercial Property Group.
GGP has formed a special committee of its non-executive, independent directors to examine the proposition.
Goldman Sachs & & Co. is functioning as monetary consultant and Simpson Thacher & & Bartlett LLP is working as legal counsel to the special committee. Citigroup Global Markets Inc. is serving as financial advisor and Sullivan & & Cromwell LLP is working as legal counsel to GGP.