Simon's Takeover of Taubman: What the Future
Total Page:16
File Type:pdf, Size:1020Kb
Load more
Recommended publications
-
STATE of MICHIGAN CIRCUIT COURT for the 6TH JUDICIAL CIRCUIT OAKLAND COUNTY SIMON PROPERTY GROUP, INC. and SIMON PROPERTY GROUP
STATE OF MICHIGAN CIRCUIT COURT FOR THE 6TH JUDICIAL CIRCUIT OAKLAND COUNTY SIMON PROPERTY GROUP, INC. and SIMON PROPERTY GROUP, L.P., Plaintiffs, Case No. v. TAUBMAN CENTERS, INC. and TAUBMAN REALTY GROUP, L.P., Honorable Defendants. There is no other pending or resolved civil action arising out of the transaction or occurrence alleged in this complaint. This case involves a business or commercial dispute as defined in MCL 600.8031 and meets the statutory requirements to be assigned to the business court. COMPLAINT Plaintiffs Simon Property Group, Inc. (“SPG”) and Simon Property Group L.P. (“SPG Operating Partnership”) (collectively “Simon”), by and through their undersigned counsel, file this Complaint against Defendants Taubman Centers, Inc. (“TCO”) and Taubman Realty Group, L.P. (“TRG”) (collectively, “Taubman” or “Defendants”), upon knowledge as to matters relating to themselves and upon information and belief as to all other matters, and allege as follows: NATURE OF THE CLAIMS 1. On February 9, 2020, after extensive negotiations, Simon agreed to acquire most of Taubman—a retail real estate company that promotes itself as having the “most productive” shopping centers in the United States—for approximately $3.6 billion. Taubman agreed that Simon could terminate the deal if Taubman suffered a Material Adverse Effect Document Submitted for Filing to MI Oakland County 6th Circuit Court. (“MAE”) or if Taubman breached its covenant to operate its business in the ordinary course until closing. The parties explicitly agreed that a “pandemic” would be an MAE, if it disproportionately affected Taubman “as compared to other participants in the industries in which [it] operate[s].” On June 10, 2020, Simon properly exercised its right to terminate the acquisition agreement (the “Agreement”; Ex. -
Two-Year Appraisal Services Contracts to Terzo Bologna, Integra Realty
CITY of NOVI CITY COUNCIL Agenda Item 8 May 20,2013 cityofnovi.org SUBJECT: Approval to award two (2) year appraisal services contracts to Terzo Bologna Inc., Integra Realty Resources, and fuller Appraisal Services to provide Property Appraisal and Related Services, for an estimated annual amount of $135,000. • I SUBMITTING DEPARTMENT: A,,es~mg ,~/'/ CITY MANAGER APPRO¢: I EXPENDITURE REQUIRED $135,000 Estimated AMOUNT BUDGETED $135,000 2013-2014 and $135,000 2104-2015 APPROPRIATION REQUIRED $0 LINE ITEM NUMBER 101-209.00-816.900 BACKGROUND INFORMATION: The City periodically requires professional property appraisals and expert testimony on commercial, industrial and residential properties that are being appealed to the Michigan Tax Tribunal. A Request for Qualifications (RFQ) was posted in March 2013 on the MITN/Bidnet website and three (3) responses were received. All three responders are currently providing appraisal services to the City of Novi. The most recent RFQs were evaluated for their personnel qualifications and their expertise in the areas of commercial, industrial, residential, and personal property appraisals. The three firms listed above are in good standing and have assisted the Assessing Department in the resolution of many cases. Two one (1) year options will be available to the city at the end of two (2) year contract. For each Michigan Tax Tribunal case requiring an appraisal, the firms will be reviewed for subject expertise and contacted for competitive quotes when appropriate. All quotes provided for appraisals will be lump sum for the complete appraisal. Typically, an appraisal will cost between $5,000 and $15,000 depending on property type and complexity. -
Simon Property Group, Inc
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2007 SIMON PROPERTY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-14469 04-6268599 (State or other jurisdiction of (Commission File No.) (I.R.S. Employer incorporation or organization) Identification No.) 225 West Washington Street Indianapolis, Indiana 46204 (Address of principal executive offices) (ZIP Code) (317) 636-1600 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12 (b) of the Act: Name of each exchange Title of each class on which registered Common stock, $0.0001 par value New York Stock Exchange 6% Series I Convertible Perpetual Preferred Stock, $0.0001 par value New York Stock Exchange 83⁄8% Series J Cumulative Redeemable Preferred Stock, $0.0001 par value New York Stock Exchange Securities registered pursuant to Section 12 (g) of the Act: None Indicate by check mark if the Registrant is a well-known seasoned issuer (as defined in Rule 405 of the Securities Act). Yes ፤ No អ Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes អ No ፤ Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. -
2017 Annual Report Simon Property Group, Inc
WorldReginfo - b17aae64-640b-4ba7-878c-aa92dcbb46fe - WorldReginfo 2017 ANNUAL REPORT ANNUAL 2017 SIMON PROPERTY GROUP, INC. 2017 ANNUAL REPORT INNOVATING THE FUTURE OF THE SHOPPING EXPERIENCE CONTENTS From the Chairman & CEO ii Financial Highlights iv Sustainability Highlights xi Investment Highlights xii Board of Directors & Management xiv 10-K 1 Management’s Discussion & Analysis 55 Financial Statements 75 Simon Property Group, Inc. (NYSE: SPG) is an S&P100 company and a global leader in the ownership of premier shopping, dining, entertainment and mixed-use destinations. WorldReginfo - b17aae64-640b-4ba7-878c-aa92dcbb46fe ICONIC SHOPPING FOR EVERY STYLE AND TASTE THE SHOPS AT CLEARFORK Ft. Worth, Texas WorldReginfo - b17aae64-640b-4ba7-878c-aa92dcbb46fe ii SIMON PROPERTY GROUP, INC. FROM THE CHAIRMAN & CEO Dear Fellow Shareholders, As we enter our 25th year as a public company (58th year in total!), I could start this letter describing how we have changed for the better, but the real purpose of this letter is to reinforce to you, our shareholders, that we are focused on the future. Certainly our success in transforming our business since 1993 (our first year as a public company) is a good indicator that we are always adjusting and improving. Our organization lives for challenges, is driven to succeed, and is among the best-of-breed. We started our public company as a middle market mall company with 56 regional malls that were 85% occupied and generated approximately $250 in sales per square foot. Then our change began and I assure you will always continue. David Simon We led our industry in leasing, development ■ Industry-leading financial results. -
Largest Indianapolis-Area Commercial Property Management Firms (Ranked by Gross Leasable Area Managed Locally (1))
Largest Indianapolis-Area Commercial Property Management Firms (Ranked by gross leasable area managed locally (1)) LOCAL FTE: BROKERS / PERCENT LOCAL PROPERTIES AGENTS HQ LOCATION RANK FIRM GLA MANAGED(1): OFFICE MANAGED HEAD(S) OF LOCAL EMPLOYEES: OF OWNERS: ESTAB. 2009 ADDRESS LOCALLY RETAIL LARGEST INDIANAPOLIS-AREA % OF SPACE OPERATIONS, TITLE(S) PROPERTY MGT. % INDIANA LOCALLY rank TELEPHONE / FAX / WEB SITE NATIONALLY INDUSTRIAL PROPERTIES MANAGED OWNED BY FIRM LOCAL DIRECTOR(S) TOTAL % OTHER HQ CITY Cassidy Turley (2) 29.7 million 30 Keystone at the Crossing, 156 Jeffrey L. Henry, 48 26 1918 One American Square, Suite 1300, 46282 420.0 million 4 Precedent Office Park, 0 managing principal 142 74 St. Louis 1 (317) 634-6363 / fax (317) 639-0504 / cassidyturley.com 66 Castleton Park Timothy J. Michel 199 1 Duke Realty Corp. 28.5 million 20 AllPoints Midwest Bldg. 1, 187 Don Dunbar, EVP; 10 DND 1972 600 E. 96th St., Suite 100, 46240 141.9 million 0 Lebanon Building 12, 87 Charlie E. Podell, SVP 20 DND Indianapolis 2 (317) 808-6000 / fax (317) 808-6770 / dukerealty.com 80 Lebanon Building 2 Ryan Rothacker; Chris Yeakey 400 2 CB Richard Ellis 13.0 million DND Intech Park, DND David L. Reed, 33 DND 1981 101 W. Washington St., Suite 1000E, 46204 11.5 million DND Capital Center, DND managing director 31 DND Los Angeles 3 (317) 269-1000 / fax (317) 637-4404 / cbre.com DND Metropolis Andy Banister 99 4 Prologis 10.5 million DND 715 AirTech Parkway, 55 Elizabeth A. Kauchak, DND DND 1994 8102 Zionsville Road, 46268 DND DND 281 AirTech Parkway, 100 vice president, market officer DND DND Denver 4 (317) 228-6200 / fax (317) 228-6201 / prologis.com 100 558 AirTech Parkway Susan Harvey DND 3 Kite Realty Group Trust 8.8 million 57 Eli Lilly and Co., 75 John A. -
Taubman Centers, Inc. Annual Meeting Investor Presentation
Taubman Centers, Inc. Annual Meeting Investor Presentation Spring 2018 0 We are Taubman We own, manage and develop retail properties that deliver superior financial performance to our shareholders 23 Owned Centers¹ We distinguish ourselves by creating extraordinary retail properties where customers choose to shop, dine and be entertained; where retailers can thrive $10.7bn Total Market Cap² As we benefit from the markets in which we operate, we endeavor to give back and ensure our presence adds value to our employees, our tenants and communities $12.5bn Est. Gross Asset Value³ We foster a rewarding and empowering work environment, where we strive for excellence, encourage innovation and demonstrate teamwork 68 We recognize that strong governance improves corporate decision-making and Years in strengthens our company, and we have taken steps to significantly enhance Operation our governance We have been the best performing U.S. public mall REIT over the last 20 years 468 with a 14% total shareholder return CAGR and have grown our sales per square Employees4 foot by ~18% over the past five years5 Source: Company filings as of 31-Dec-2017 (1) Includes centers from unconsolidated JVs, as of 1-May-2018. (2) As of 31-Dec-2017. (3) Per Green Street Advisors. (4) Full-time employees as of 31-Dec-2017, including Taubman Asia and certain other affiliates. (5) TSR per KeyBanc Capital Markets: The Leaderboard; sales per square foot growth reflects the increase from 2012 ($688) to 2017 ($810). 1 Key Accomplishments Through 2017 Both our recent and historical performance reflect our ability to create long-term sustainable value 14.0% 4.5 % $810 20-Year Total Shareholder Dividend CAGR Highest Sales Per Square 1 2 Return CAGR Since IPO Foot in the U.S. -
Issue: Shopping Malls Shopping Malls
Issue: Shopping Malls Shopping Malls By: Sharon O’Malley Pub. Date: August 29, 2016 Access Date: October 1, 2021 DOI: 10.1177/237455680217.n1 Source URL: http://businessresearcher.sagepub.com/sbr-1775-100682-2747282/20160829/shopping-malls ©2021 SAGE Publishing, Inc. All Rights Reserved. ©2021 SAGE Publishing, Inc. All Rights Reserved. Can they survive in the 21st century? Executive Summary For one analyst, the opening of a new enclosed mall is akin to watching a dinosaur traversing the landscape: It’s something not seen anymore. Dozens of malls have closed since 2011, and one study predicts at least 15 percent of the country’s largest 1,052 malls could cease operations over the next decade. Retail analysts say threats to the mall range from the rise of e-commerce to the demise of the “anchor” department store. What’s more, traditional malls do not hold the same allure for today’s teens as they did for Baby Boomers in the 1960s and ’70s. For malls to remain relevant, developers are repositioning them into must-visit destinations that feature not only shopping but also attractions such as amusement parks or trendy restaurants. Many are experimenting with open-air town centers that create the feel of an urban experience by positioning upscale retailers alongside apartments, offices, parks and restaurants. Among the questions under debate: Can the traditional shopping mall survive? Is e-commerce killing the shopping mall? Do mall closures hurt the economy? Overview Minnesota’s Mall of America, largest in the U.S., includes a theme park, wedding chapel and other nonretail attractions in an attempt to draw patrons. -
Taubman Centers Lifts up Reits
November/December 2011 PIONEER MILTON COOPER LED THE WAY. THE MODERN REIT AT Robert Taubman Chairman, President & CEO 20TAUBMAN CENTers’ IPO INTRODUCED THE UPREIT AND HELPED CHANGE THE INDUSTRY. www.REIT.com T aubman’s IPO brought the UPREIT into practice and more real estate players into the public market. Robert S. Taubman Chairman, President & CEO REIT.com • 2 Lifts UP REITs By: Anna Robaton y the early 1990s, Taubman Centers Inc. (NYSE: company access to a more permanent source of capital at a time TCO) had amassed one of the best-performing port- when financing was scarce and the scope of its projects was growing. folios in its sector and established itself as a pioneer of “The UPREIT really unlocked the public capital markets to pri- the American mall business. vate ownership of real estate,” says Robert Taubman, the company’s B Yet, in November 1992, the company, which had chairman, president and CEO. He estimates that more than 90 been the managing partner of a limited partnership, became a percent of the equity capital that has been raised by listed REITs pioneer of a different sort when it went public in the form of since his company’s IPO has been raised through the UPREIT the first-ever umbrella partnership real estate investment trust structure and the total REIT float has increased from about $10 (UPREIT)—an approach that allowed Taubman and eventu- billion in 1992 to nearly $400 billion today. ally many other privately held real estate companies to go public “All of these (private) companies rolled up their assets and created without exposing existing partners to large capital gains tax bills, a consolidated entity in the UPREIT structure because it solved the explains REIT historian Ralph L. -
Greenwood (Indianapolis), Indiana Indianapolis’ Southside a Modern Small Town
BUSINESS CARD DIE AREA 225 West Washington Street Indianapolis, IN 46204 (317) 636-1600 simon.com Information as of 5/1/16 Simon is a global leader in retail real estate ownership, management and development and an S&P 100 company (Simon Property Group, NYSE:SPG). GREENWOOD (INDIANAPOLIS), INDIANA INDIANAPOLIS’ SOUTHSIDE A MODERN SMALL TOWN Greenwood Park Mall is the only regional mall serving the southern suburbs of Indianapolis including Greenwood, a city of 55,000 people in Johnson County, Indiana. — The market is comprised predominantly of middle to upper-middle income families. — Johnson County is the third fastest-growing county in Indiana. — With its location just 12 miles south of Indianapolis, Greenwood provides the perfect combination of a small-town atmosphere with the conveniences of a bustling modern retail hub. A GATHERING SPOT Greenwood Park Mall is the premier shopping, dining, and entertainment destination on the south side of Indianapolis in Greenwood, Indiana. — The center offers trendy fashion brands and acts as a meeting place for the neighborhoods nearby. — Popular hot spots include Bar Louie and Kumo Japanese Steakhouse and Hibachi Bar. — The signature Summer Concert Series at Greenwood Park Mall brings brands and communities together. This popular event is open to the public, draws both regional and national acts, and has an average attendance of 800 guests. BY THE NUMBERS Anchored by Five Major Retailers Von Maur, Macy’s, JCPenney, Sears, Dick’s Sporting Goods Square Footage Greenwood Park Mall spans 1,288,000 square feet. Single Level Boasting more than 150 specialty stores. Entertainment Regal Greenwood Stadium 14 & RXP IN GOOD COMPANY Distinctive. -
2019 Property Portfolio Simon Malls®
The Shops at Clearfork Denver Premium Outlets® The Colonnade Outlets at Sawgrass Mills® 2019 PROPERTY PORTFOLIO SIMON MALLS® LOCATION GLA IN SQ. FT. MAJOR RETAILERS CONTACTS PROPERTY NAME 2 THE SIMON EXPERIENCE WHERE BRANDS & COMMUNITIES COME TOGETHER SIMON MALLS® LOCATION GLA IN SQ. FT. MAJOR RETAILERS CONTACTS PROPERTY NAME 2 ABOUT SIMON Simon® is a global leader in retail real estate ownership, management, and development and an S&P 100 company (Simon Property Group, NYSE:SPG). Our industry-leading retail properties and investments across North America, Europe, and Asia provide shopping experiences for millions of consumers every day and generate billions in annual sales. For more information, visit simon.com. · Information as of 12/16/2019 3 SIMON MALLS® LOCATION GLA IN SQ. FT. MAJOR RETAILERS CONTACTS PROPERTY NAME More than real estate, we are a company of experiences. For our guests, we provide distinctive shopping, dining, and entertainment. For our retailers, we offer the unique opportunity to thrive in the best retail real estate in the best markets. From new projects and redevelopments to acquisitions and mergers, we are continuously evaluating our portfolio to enhance the Simon experience—places where people choose to shop and retailers want to be. 4 LOCATION GLA IN SQ. FT. MAJOR RETAILERS CONTACTS PROPERTY NAME WE DELIVER: SCALE A global leader in the ownership of premier shopping, dining, entertainment, and mixed-use destinations, including Simon Malls®, Simon Premium Outlets®, and The Mills® QUALITY Iconic, irreplaceable properties in great locations INVESTMENT Active portfolio management increases productivity and returns GROWTH Core business and strategic acquisitions drive performance EXPERIENCE Decades of expertise in development, ownership, and management That’s the advantage of leasing with Simon. -
Ticketmaster and Simon Property Group Bring Tickets to Shopping Malls Across the Country
TICKETMASTER AND SIMON PROPERTY GROUP BRING TICKETS TO SHOPPING MALLS ACROSS THE COUNTRY - Ticketmaster Tickets Now Available at More Than 70 Simon Mall Locations Nationwide - LOS ANGELES – November 2, 2011 – Ticketmaster, a Live Nation Entertainment company (NYSE:LYV), and Simon Property Group, Inc. (NYSE:SPG), the country's largest owner, developer and manager of high quality retail real estate have extended and expanded their unique relationship, opening twenty-two additional Ticketmaster ticket purchasing locations in Simon malls, for a total of seventy-two Simon Malls now offering Ticketmaster event tickets at Guest Services. “Ticketmaster’s retail outlets at our Guest Service locations have been a convenient amenity for millions of our shoppers. We are pleased to be extending and expanding our relationship with Ticketmaster,” said Dennis Tietjen, senior vice president of Simon Brand Ventures, a division of Simon Property Group. “Recognizing the strategic value of Simon as a distribution channel, we worked together, to deliver a solution that would raise awareness of events and provide an onsite ticket purchasing option for our fans in their neighborhood shopping mall,” said Sandy Gaare, executive vice president of retail partners, Ticketmaster. “Ticketmaster is committed to providing convenient ticket purchasing options through our online store and our thousands of retail outlets.” In each of the seventy-two participating Simon malls, fans may purchase tickets at the Guest Service desk from a Simon associate. Tickets are printed on traditional ticket stock and are produced on location. Ticketmaster Retail Centers in Simon Malls: Apple Blossom Mall (Winchester, VA) Coral Square (Coral Springs, FL) Arsenal Mall® (Watertown, MA) Crystal Mall (Waterford, CT) Arundel Mills (Hanover, MD) Dadeland Mall (Miami, FL) Auburn Mall (Auburn, MA) DeSoto Square (Bradenton, FL) Battlefield Mall (Springfield, MO) Edison Mall (Ft. -
United States Securities and Exchange Commission Form 8-K Simon Property Group, Inc
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2015 SIMON PROPERTY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-14469 04-6268599 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 225 WEST WASHINGTON STREET INDIANAPOLIS, INDIANA 46204 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: 317.636.1600 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 7.01 REGULATION FD DISCLOSURE. On March 20, 2015, Simon Property Group (or “Simon”) posted an Investor Presentation on its website correcting certain items regarding Simon that were contained in The Macerich Company’s (or “Macerich”) investor presentation published earlier this week. The information contained in this Item 7.01 and the attached Exhibit 99.1 is furnished to and not filed with the Securities and Exchange Commission.