Earlier this week, Dutch-owned Rodamco North America agreed to pay $3.4 billion to acquire Urban Shopping Centers of Chicago, which possesses such trophy properties as Chicago's Water Tower Place and Copley Place in Boston. Also, CBL Associates Properties Inc. announced its intention to acquire the shopping center assets of Richards E. Jacobs Group in a deal valued at $1.225 billion.

The $48-a-share price for Urban Shopping Center's shareholders provides a 39% premium, significantly more than what Captec can probably expect because it is such a tiny REIT, with only a $109 million market capitalization. Captec's shares were marginally higher yesterday at $11.50 in thin trading. Ross Martin, chief financial officer of Captec, say he will not comment on what type of premium might be acceptable to the trust's board.

Captec's board made the decision based on a recommendation from its financial advisor, Prudential Securities Inc. The board formed a committee of four directors to oversee the sale.

"It's real simple. We've been through a strategic review process to maximize shareholder value, and this was the recommendation. Our performance as a company was good, it's the financial performance of our stock that we are not pleased with," Martin says. He notes that he's not sure the decision has anything to do with current consolidations in the market, but said larger capital properties than Captec are usually more in demand as acquisition targets.

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