Kirkland & Ellis is advising the Special Committee of the Board of Directors of Taubman Centers, Inc. (NYSE: TCO) on its amended and restated merger agreement with Simon Property Group, Inc. (NYSE: SPG), which revises certain terms of the original merger agreement such as an amended purchase price of $43.00 per share in cash and other provisions to reduce closing conditionality. The amended and restated merger agreement continues to provide that Simon will acquire an 80% ownership interest in The Taubman Realty Group Limited Partnership (“TRG”). The Taubman family will sell approximately one-third of its ownership interest at the transaction price and remain a 20% partner in TRG. The merger is expected to close in late 2020 or early 2021, subject to Taubman shareholder approval and the modified closing conditions. Simon and Taubman also have agreed to settle their pending litigation in the Circuit Court for the 6th Judicial District, Oakland County, Michigan.
The Kirkland team was led by transactional partners Eric Schiele, Michael Brueck and Marshall Shaffer, and litigation partners Sandra Goldstein and Stefan Atkinson.
Kirkland also represented the Special Committee of the Board of Directors of Taubman Centers on the original merger agreement with Simon. Further information is available here.