Manufactured Home Communities is No. 2. A spokeswoman for Chateau declined to comment.

In an 8-K statement filed with the Securities and Exchange Community, MHC says it would be in "excess" of $26 per share, for Chateau.

MHC proposes entering into a 60-day exclusive negotiating period with Chateau.

MHC would pay $1.815 billion in cash. It says it has a letter from a major financial institution that would provide $1.45 million of first-mortgage financing at an interest rate of 5.5% for seven years, according to the 8-K.

Alternatives would be found, and the purchase price would be adjusted, for any properties that have tax-protection agreements that would prohibit cash purchases, according to the filing.

"In addition, MHC will forego normal due diligence procedures to expedite the closing of this transaction," according to the filing.

While MHC proposes to acquire all of the Chateau's properties, Chateau's shareholders would retain all of its development assets, assets held for sale, un-rented inventory, and notes and rents receivable.

At closing, $50 million of the purchase price will be deposited into escrow to be used to satisfy any post-closing claims of MHC.

Several years ago, Zell tried to buy Chateau, but was rebuffed.

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