8-KOther Events

SIMON PROPERTY GROUP INC. 8-K Report (Jul 2, 2001)

Filed July 2, 2001For Securities:SPGSPG-PJ

Summary

Simon Property Group, Inc. (SPG) has reported the completion of a previously announced merger between SPG Properties, Inc. and Simon, with Simon surviving as the corporate entity. This transaction, effective July 1, 2001, involved the acquisition of the remaining outstanding shares of SPG Properties that were not already owned by Simon. Investors should note the specific terms of the merger: common stockholders of SPG Properties (excluding Simon) received $26.28 in cash per share. Preferred stockholders of SPG Properties had their shares converted into different series of Simon's preferred stock, specifically Series F and Series G cumulative redeemable preferred stock. This merger streamlines SPG's corporate structure and consolidates its assets under a single entity.

Key Highlights

  • 1Completion of the merger between Simon Property Group, Inc. and its subsidiary, SPG Properties, Inc., effective July 1, 2001.
  • 2SPG Properties, Inc. merged with and into Simon Property Group, Inc., with Simon being the surviving corporation.
  • 3Common stockholders of SPG Properties (excluding Simon) received $26.28 in cash for each share of common stock owned.
  • 4Series B Cumulative Redeemable Preferred Stock of SPG Properties was converted into Simon's 83/4% Series F Cumulative Redeemable Preferred Stock.
  • 5Series C Cumulative Step-Up Premium Rate Preferred Stock of SPG Properties was converted into Simon's 7.89% Series G Cumulative Step-Up Premium Rate Preferred Stock.
  • 6The merger was approved by SPG Properties' stockholders on June 28, 2001, and other conditions were satisfied.
  • 7Further details on the merger are available in Simon's previously filed Form S-4 registration statements.

Frequently Asked Questions

This 8-K filing reports the completion of the merger between Simon Property Group, Inc. and its subsidiary, SPG Properties, Inc., on July 1, 2001. It outlines the key terms of the transaction and announces its successful closing.

Common stockholders of SPG Properties, excluding Simon Property Group itself, received $26.28 in cash for each share of Properties Common Stock they held.

Holders of SPG Properties' Series B Cumulative Redeemable Preferred Stock received shares of Simon's 83/4% Series F Cumulative Redeemable Preferred Stock. Holders of SPG Properties' Series C Cumulative Step-Up Premium Rate Preferred Stock received shares of Simon's 7.89% Series G Cumulative Step-Up Premium Rate Preferred Stock.

Additional information regarding the merger and related transactions can be found in Simon Property Group's Registration Statement on Form S-4 (Registration No. 333-60526), originally filed on May 9, 2001, and amended on May 23, 2001.