DOW JONES NEWSWIRES
General Growth Properties Inc.'s (GGWPQ) frosty reception to a $10 billion takeover offer by rival Simon Property Group Inc. (SPG) led to the latter questioning General Growth's commitment to its stakeholders.
In a letter addressed to General Growth Chief Executive Adam Merz, Simon Property Chief Executive David Simon questioned General Growth's proposed non-disclosure agreement, which it said was "not constructive."
Among a number of grievances, Simon said the draft offered by General Growth included forbidding Simon Property from disclosing any aspect of communications between the companies, as well as prohibiting Simon Property from speaking with, or reaching an agreement with, any third parties regarding a possible transaction.
On the first point, Simon said his company doesn't share General Growth's belief that stakeholders should be excluded from information which it says could lead to the "best recovery available to them."
Simon added on the second point that Simon Property already has contacted potential co-investors for the deal. According to people close to the situation, Simon already has lined up deep-pocketed investors--including Blackstone Group LP and sovereign wealth funds--to potentially join its bid for General Growth.
"By continuing to request the unreasonable restrictions set forth in your proposed non-disclosure agreement, you render your 'process' a charade from the start by seeking to exclude the most logical and capable acquirer," Simon wrote Friday.
Simon Property Tuesday unveiled its takeover bid for General Growth, which collapsed under a huge debt load last year and was forced to seek bankruptcy protection. General Growth has responded that it will examine multiple options for exiting bankruptcy, including soliciting additional buyout offers and possibly selling new stock to raise needed capital.
A General Growth spokesman wasn't immediately available for comment.
Investors and analysts, meanwhile, are expecting Simon Property to sweeten its bid with other suitors possibly in the wings.
-By John Kell, Dow Jones Newswires; 212-416-2480; firstname.lastname@example.org