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Simon Property gives up CSC takeover bid

An undated handout photo shows the ''Domain'' in Austin, Texas. REUTERS/Simon Property/Handout

An undated handout photo shows the ''Domain'' in Austin, Texas.

Credit: Reuters/Simon Property/Handout

LONDON | Tue Jan 11, 2011 1:52pm EST

LONDON (Reuters) - U.S. firm Simon Property (SPG.N) gave up its 2.9 billion pound ($4.5 billion) bid to take over Britain's Capital Shopping Centres (CSC) CSCG.L on Tuesday, paving the way for the UK's largest mall-owner to buy the Trafford Center mall.

Analysts had predicted Simon would give up rather than raise its 425 pence per share offer to buy CSC, after CSC on Friday cut the price it would pay for the Trafford Center in Manchester to boost its a defense against Simon's approach.

"It came as no surprise to us to see Simon walk away from bidding for CSC. The CSC management has made it perfectly clear that the company is not for sale, and that major shareholders back this stance," Olivetree Securities strategist Mark Kelly said in a note.

By 7 a.m. EST, CSC shares were down 1.6 percent at 386 pence each, paring a earlier loss of 5.5 percent, and underperforming the 0.4 percent rise in the UK property stocks index .FTELUK. New York-listed Simon closed up 0.6 percent on Monday.

Simon, a 5.1 percent CSC shareholder, said it still opposed CSC's plan to pay for Trafford Center with new shares, which would dilute its stake, but said it was unable make an offer because CSC had not provide the due diligence information it had requested.

"Despite numerous overtures from Simon and in full knowledge that Simon, given this due diligence precondition, is not able to announce a firm offer without it, the CSC board has refused to share any due diligence information," Simon said in a statement.

CSC shareholders are due to vote on January 26 on the Trafford Center transaction, which would give the mall's owner, Peel Group, owned by British billionaire John Whittaker, a 23.2 percent stake in CSC.

"It is very likely that the Trafford Center deal is approved. And with Peel as a major shareholder, CSC is unlikely to be seen as a takeover target again anytime soon," Kelly said.

UK MALL RECOVERY

Panmure Gordon analysts Andrew Saunders and Mark Hughes said they viewed the Trafford Center deal as positive for CSC, as it confirmed renewed investors' interest in the UK's recovering prime shopping centres market.

"This is a rare opportunity to acquire in its entirety the UK's fourth largest shopping center, and would give CSC ownership of four of the top six UK out-of-town shopping centres," the Panmure analysts said in a note to clients.

Indianapolis-based Simon, which had to formalize its offer for CSC by Wednesday under British takeover law, said it reserved the right to make or participate in another offer for CSC within the next six months under takeover guidelines.

"While Simon may not be technically barred from making an offer within the next six months, we consider a sell down of Simon's holding to be a more likely scenario during that period," said Espirito Santo property analyst Michael Burt.

The UK Takeover Panel said market activity in CSC would continue to be regulated, due to Simon's statement that it may sell its CSC stake or acquire more shares.

($1=.6421 Pound)

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