Simon said it is willing to pay $20 per TCO share in cash. The company has enlisted Westfield America Inc. and said it will move forward with acquisition plans if two-thirds of Taubman shareholders tender their outstanding shares by Feb. 14.

The mega-mall developer was started by his father, the famous, but later disgraced and jailed A. Alfred Taubman. Robert Taubman said he believes his company is the most productive and successful mall real estate investment trust in the country.

"We have one of the most productive portfolios in the country, with the highest rents and highest sales. I would not be surprised if we didn't have the best growth in real estate," Taubman told GlobeSt.com.

For the five years ending Nov. 13, the date immediately prior to the public announcement of Simon's initial proposal, Taubman Centers delivered more than an 80% total return to shareholders as compared to 63% for Simon, said Taubman officials. Other reasons to reject the offer include a promising return rate on newly developed properties, according to Taubman officials.

Taubman said the Board followed a deliberate process in evaluating the buy-out proposal, using the advice of business experts such as Goldman, Sachs & Co. He said he's not disappointed by the attention his company has received.

"We're happy about the spotlight that's been shown on us, it's shown how attractive our assets are," Taubman said.

David Simon, CEO of the self-named company, said he would stop all acquisition efforts if two-thirds of the outstanding common shares aren't tendered by Feb. 14. However, Taubman said he's not sure how Simon's company could even handle trying to take over his firm.

"They've already said they're willing to throw away $10 million to $20 million to see if anything can happen (for the sale)," Taubman said. "That's not good corporate judgment. It's a significant waste of assets."

He said shareholders should not tender their shares to Simon. "Evaluate that company," Taubman said. "They have aging, tired malls, and no meaningful growth on their own. We're not here to solve Simon's problems."

Taubman has also said that more than 1/3 of stock is owned by family and acquaintances that are not willing to sell. The company charter says a sale can only be approved by a shareholder vote of 2/3 or more. Simon is suing Taubman, claiming some of the top shareholders are not valid.

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