Besides the higher per-share offer, Mills' board of directors also took into consideration the likelihood that the Simon/Farallon transaction could be completed more quickly than a merger with Brookfield.
Mills plans to terminate the merger agreement it has with Brookfield, which is still in effect, and enter into a definitive agreement with Simon/Farallon. Brookfield has the right to make a new offer for the company as part of its merger agreement.
As part of its bid, the Simon/Farallon Group is offering $650 million in equity and will replace a $1.55-billion loan with financing that will include a working capital facility. Farallon is the largest single reported shareholder of Mills with 10.9% of the company's outstanding shares, according to a statement released by the two firms. With 286 properties, Simon is the largest mall and outlet-center in the country. David Simon is the company's chief executive.
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