Court OKs ballot on Rodamco assets

Stockholders to vote on selling to Rouse, 2 other companies

March 20, 2002|By Meredith Cohn | Meredith Cohn,SUN STAFF

A Dutch court ruled Monday that shareholders in a Netherlands-based shopping mall company can vote Monday on whether to sell the company's assets to three other retail real estate companies, including Columbia-based Rouse Co.

The deal for 35 malls and other assets, if approved by Rodamco North America NV shareholders, would be among the largest real estate deals at $5.3 billion.

The Enterprise Chamber of the Amsterdam Court of Appeal froze the deal last month at the urging of the Dutch Shareholders Association, an investors group. The group charged the company with mismanagement in fending off a takeover bid by one of the buyers, Westfield America Trust. Simon Property Group is the third buyer.

The court is expected to rule on those charges Friday, in time for the shareholders vote.

Rouse's share of the deal is $1.45 billion for all or parts of eight malls and a third of the other assets. A Rouse official said he could not predict what would happen at the shareholders meeting but that he was optimistic about the outcome. "We're operating on the assumption that they will" approve the sale, said David L. Tripp, a Rouse vice president and director of investor relations.

Rouse sold 14.5 million shares in January to help fund the deal.

Westfield said in a statement that company officials expect the deal to be completed in early May.

The deal would complete Westfield's effort to gain control of all or part of Rodamco, an effort that began in September when Westfield bought a major stake in Rodamco. Rodamco's defensive measures, which led to the proposed three-way sale, brought on the complaint by shareholders, who feared they would not get an appropriate price for their stock.

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