Simon Property Group Announces Cash Tender Offer for Notes
January 12 2010 - 9:55AM
PR Newswire (US)
INDIANAPOLIS, Jan. 12 /PRNewswire-FirstCall/ -- Simon Property
Group, Inc. (NYSE:SPG) announced today that its operating
partnership subsidiary, Simon Property Group, L.P. (the "Operating
Partnership"), has commenced a tender offer to purchase for cash
any and all of the ten outstanding notes listed in the table below
(the "Notes") issued by the Operating Partnership or one of its
subsidiaries. The terms and conditions of the tender offer are set
forth in an Offer to Purchase dated January 12, 2010 and the
related Letter of Transmittal which are being sent to holders of
the Notes. Principal Name of CUSIP Par Call Maturity Amount
Purchase Issuer Number Coupon Date Date Outstanding Price(1) ------
------ ------ -------- -------- ----------- -------- Simon Property
Group, L.P. 828807AH0 7.750% - 01/20/2011 $200,000,000 $1,065.00
CPG Partners, L.P. 12616FAA5 8.250% - 02/01/2011 $150,000,000
$1,072.50 Simon Property Group, L.P. 828807BQ9/ 5.375% 03/03/2011
06/01/2011 $500,000,000 $1,052.50 828807BR7 Simon Property Group,
L.P. 828807BU0 5.600% 07/03/2011 09/01/2011 $600,000,000 $1,062.50
Simon Property Group, L.P. 828807BX4 5.000% 12/02/2011 03/01/2012
$600,000,000 $1,062.50 Simon Property Group, L.P. 828807BS5 5.750%
02/01/2012 05/01/2012 $400,000,000 $1,077.50 CPG Partners, L.P.
12616FAB3 6.875% - 06/15/2012 $100,000,000 $1,105.00 Simon Property
Group, L.P. 828807AQ0 6.350% - 08/28/2012 $350,000,000 $1,100.00
CPG Partners, L.P. 12616FAC1 6.000% - 01/15/2013 $150,000,000
$1,092.50 Simon Property Group, L.P. 828807AW7/ 5.450% - 03/15/2013
$200,000,000 $1,077.50 828807AV9 ___________ (1) Represents the
consideration (the "Purchase Price") per $1,000 principal amount of
Notes that are tendered prior to the Expiration Time (defined
below). In addition to the Purchase Price, payable in respect of
Notes accepted for purchase, holders of Notes will receive accrued
and unpaid interest on their purchased Notes from the applicable
last interest payment date to, but not including, the settlement
date. The tender offer will expire at 5:00 p.m., New York City
time, on January 20, 2010, unless extended or earlier terminated
(such time and date, as the same may be extended, the "Expiration
Time"). The Purchase Price payable for each $1,000 principal amount
of the Notes validly tendered and accepted for payment pursuant to
the tender offer is set forth in the above table. In addition to
the Purchase Price, the Operating Partnership will also pay accrued
and unpaid interest on Notes purchased up to, but not including,
the settlement date. The settlement date for the tender offer is
expected to be promptly after the Expiration Time. Assuming the
Expiration Time is not extended, it is expected that the settlement
date will be January 25, 2010. To receive the Purchase Price,
holders of Notes must validly tender their Notes prior to the
Expiration Time and not validly withdraw such Notes prior to the
Withdrawal Time, which is 5:00 p.m., New York City time, on January
20, 2010, unless extended. Notes tendered may be withdrawn at any
time prior to the Withdrawal Time by following the procedures
described in the Offer to Purchase. The obligation of the Operating
Partnership to accept for purchase and to pay the Purchase Price
and the accrued and unpaid interest on Notes purchased pursuant to
the tender offer is not subject to any minimum tender condition,
but is subject to satisfaction or waiver of certain other
conditions described in the Offer to Purchase. The offer is
expressly conditioned on the Operating Partnership's ability to
consummate an offering of senior notes on terms reasonably
satisfactory to the Operating Partnership. The complete terms and
conditions of the tender offer are set forth in the Offer to
Purchase and the Letter of Transmittal, copies of which may be
obtained from Global Bondholder Services Corporation, the
Information Agent for the tender offer, by calling (866) 470-3900.
Citi, Morgan Stanley and RBS are serving as Dealer Managers in
connection with the tender offer. Global Bondholder Services
Corporation is serving as Depositary and Information Agent. Persons
with questions regarding the tender offer should contact Citi at
(800) 5583745 (toll free), Morgan Stanley at (800) 6241808 (toll
free), or RBS at (877) 2979832 (toll free). About Simon Property
Group Simon Property Group, L.P. is a majority-owned subsidiary of
Simon Property Group, Inc. (the "Company"). The Company is an
S&P 500 company and the largest public U.S. real estate
company. The Company is a fully integrated real estate company
which operates from five retail real estate platforms: regional
malls, Premium Outlet CentersĀ®, the MillsĀ®, community/lifestyle
centers and international properties. Through the Operating
Partnership, the Company owns or has an interest in 385 properties
comprising 262 million square feet of gross leasable area in North
America, Europe and Asia. The Company is headquartered in
Indianapolis, Indiana and employs more than 5,000 people worldwide.
The Company is publicly traded on the NYSE under the symbol SPG.
Safe Harbor and Other Required Disclosure This press release
contains forward-looking statements. Forward-looking statements are
based on expectations, forecasts, and assumptions by the management
and involve a number of risks, uncertainties, and other factors
that could cause actual results to differ materially from those
stated, including, without limitation, those set forth in "Item
1A--Risk Factors" of the Operating Partnership's Annual Report on
Form 10-K for the year ended December 31, 2008. Readers are
encouraged to read the Operating Partnership's filings with the
Securities and Exchange Commission. These forward-looking
statements reflect management's judgment as of this date, and the
Operating Partnership assumes no obligation to revise or update
them to reflect future events or circumstances. This press release
is for informational purposes only and is not an offer to purchase
with respect to any Notes. The tender offer is being made only by
the applicable Offer to Purchase dated January 12, 2010 and the
related Letter of Transmittal. Holders of Notes can obtain such
documents and other filed documents for free by contacting the
Information Agent identified above. The tender offer is not being
made in any jurisdiction in which, or to or from any person to or
from whom, it is unlawful to make such offer or solicitation under
applicable securities or blue sky laws. In any jurisdiction where
the laws require tender offers to be made by a licensed broker or
dealer, the tender offer will be deemed to be made on behalf of the
Operating Partnership by the Dealer Managers or one or more broker
dealers registered under the laws of such jurisdiction. DATASOURCE:
Simon Property Group, Inc. CONTACT: Investors: Shelly Doran,
+1-317-685-7330, or Media: Les Morris, +1-317-263-7711 Web Site:
http://www.simon.com/
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