General Growth Properties Prices Its Public Offering of Common Stock
November 15 2010 - 6:34PM
Business Wire
General Growth Properties, Inc. (NYSE: GGP) today announced the
public offering of 135,000,000 shares of its common stock has been
priced at $14.75 per share. The closing of the offering is expected
to take place on November 19, 2010, subject to customary closing
conditions. The underwriters have an option to purchase up to
20,250,000 additional shares of common stock from the company at
the public offering price, less the underwriting discount.
GGP’s agreements with Fairholme Funds, Inc., Pershing Square
Capital Management and Teacher Retirement System of Texas, which
were an integral feature of GGP’s plan of reorganization, provide
the company with the flexibility to replace up to $2.15 billion of
the $6.8 billion in equity commitments, funded on November 9, 2010,
by these plan sponsors on more favorable terms through a clawback
provision. General Growth Properties will use the proceeds of the
offering to fund this clawback. Proceeds in excess of the amount
needed to fund the clawback will be used for general corporate
purposes.
After giving effect to the offering and the exercise of the
clawback, GGP will have approximately 940,040,000 shares of common
stock outstanding, excluding previously granted warrants and stock
options; excluding shares issuable upon conversion of operating
partnership units; and without giving effect to the underwriters'
option to purchase additional shares. If the underwriters exercise
their option to purchase additional shares in full, GGP will have
approximately 940,290,000 shares of common stock outstanding.
Goldman, Sachs & Co. and Deutsche Bank Securities served as
joint global coordinators for the offering. Wells Fargo Securities,
RBC Capital Markets, Barclays Capital, UBS Investment Bank and
Morgan Stanley served as joint book-running managers for the
offering. Macquarie Capital and TD Securities served as senior
co-managers and Piper Jaffray served as co-manager.
A registration statement relating to these securities has been
filed and declared effective by the Securities and Exchange
Commission. This press release shall not constitute an offer to
sell or a solicitation of an offer to buy, nor shall there be any
sale of these securities in any state or jurisdiction in which such
an offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
ABOUT “New” GGP
“New” GGP has ownership and management interests in 183 regional
shopping malls in 43 states as well as ownership interests in other
rental properties.
FORWARD LOOKING STATEMENTS
This press release contains forward-looking statements. Actual
results may differ materially from the results suggested by these
forward-looking statements, for a number of reasons, including, but
not limited to, the success of our equity offering, our ability to
refinance, extend, restructure or repay our near and intermediate
term debt, our substantial level of indebtedness, our ability to
raise capital through equity issuances, asset sales or the
incurrence of new debt, retail and credit market conditions,
impairments, our liquidity demands and retail and economic
conditions. Readers are referred to the documents filed by General
Growth Properties, Inc. with the Securities and Exchange
Commission, which further identify the important risk factors which
could cause actual results to differ materially from the
forward-looking statements in this release. The company disclaims
any obligation to update any forward-looking statements.
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