NEW YORK CITY—The board of shopping center REIT Rouse Properties Inc. has established a special committee to evaluate an unsolicited acquisition bid from Brookfield Asset Management. Toronto-based BAM offered this past Saturday to buy the remaining two-thirds of RSE's common stock that BAM and its affiliates don't already own for $17 per share, or approximately US$657 million.

RSE's board has also hired BofA Merrill Lynch as its financial advisor and Sidley Austin LLP as legal counsel in connection with the BAM offer. The REIT, which was spun off from General Growth Properties in 2012 after GGP emerged from bankruptcy, has entered into a standstill agreement with BAM on acquiring any additional RSE stock between now and March 4.

"Our offer provides an attractive opportunity for Rouse shareholders to realize a significant premium to recent public market pricing," says Brian Kingston, CEO of Brookfield Property Group. The $17/share offer represents a 26% premium on RSE's closing price this past Friday and would value RSE at more than $1 billion; however, shares had risen to $17.56 as of 12:30 Tuesday afternoon. Bloomberg Business reported Tuesday that the REIT's shares had fallen by about 32% over the preceding 12 months.

Headquartered in New York City, RSE controls a portfolio spanning 24.1 million square feet and includes 35 malls and retail centers in 21 states, mainly in secondary markets. GGP had acquired what was then the Rouse Co. in 2004 for $11.3 billion.

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Paul Bubny

Paul Bubny is managing editor of Real Estate Forum and GlobeSt.com. He has been reporting on business since 1988 and on commercial real estate since 2007. He is based at ALM Real Estate Media Group's offices in New York City.