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Jul 26, 2018
, Bloomberg News
GGP Inc. shareholders approved a takeover by Brookfield Property Partners LP, clearing the way for the US$15 billion deal for the second-largest U.S. mall owner to go forward.
Investors in GGP voted in favour of the transaction at a special meeting Thursday in the company’s hometown of Chicago, according to a statement. The approval of two-thirds of the votes cast was needed for the takeover to proceed. Brookfield’s shareholders had already approved the deal, which the companies expect to be completed next month.
Brookfield agreed in March to acquire the GGP shares it didn’t already hold in a transaction valued at almost US$15 billion at the time. Under the terms of the deal, GGP shareholders will receive US$23.50 a share in cash, or either one Brookfield unit or one share of a new U.S. real estate investment trust for each share they currently own. The deal represented a slight increase from the US$23-a-share cash portion Brookfield had offered in November.
The market for GGP wasn’t exactly frothy. The company held discussions with various parties between July and September of last year about potential transactions, but nothing aside from the talks with Brookfield advanced beyond the preliminary stages, the companies said in a joint regulatory filing in May.
Brookfield Property, the real estate unit of Toronto-based Brookfield Asset Management Inc., is pouncing as shares of mall companies take a beating with e-commerce putting a squeeze on brick-and-mortar retailers. As store closures accelerate, landlords including Brookfield Property have been focusing on buying and revamping shopping centres to take advantage of the land they occupy in urban areas.
Brookfield Property is seeking to unlock value in GGP like it has with Rouse Properties Inc., a GGP spinoff it acquired in 2016. Brookfield has repurposed much of the land that Rouse’s malls were located on for residential development, office space and other commercial uses.
GGP’s properties include Las Vegas’s Grand Canal Shoppes and Tysons Galleria in McLean, Virginia. The urban areas where the malls are situated are extremely valuable, presenting a major opportunity for redevelopment, Brookfield has said.
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