02/25/2016 | by
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Retail REIT Rouse Properties, Inc. (NYSE: RSE) said Feb. 25 that it has agreed to be acquired by an affiliate of Canadian firm Brookfield Asset Management Inc. for $18.25 per share in an all-cash transaction.

Brookfield already owns roughly one-third of Rouse and is offering to acquire the remaining ownership stake in the company.

The transaction is valued at approximately $2.8 billion, which includes Rouse’s outstanding debt. The purchase price represents a premium of approximately 35 percent above Rouse’s closing stock price of $13.49 on Jan. 15., the last trading day prior to Brookfield’s initial announcement of a proposal to acquire Rouse. Brookfield originally offered to pay $17.00 per Rouse share.

“We are pleased that Brookfield recognizes the value we have created in becoming a leader in our sector,” said David Kruth, chairman of the special committee formed by Rouse to consider the takeover proposal.

Kruth noted that the committee determined that Brookfield’s increased offer provides shareholders with “compelling value as well as a high degree of execution certainty, further validating the strength of the platform that Rouse has built.”

New York-based Rouse was formed in 2012, when it was spun off from General Growth Properties, Inc. (NYSE: GGP). GGP retained its class-A assets following the reorganization, while Rouse took control of what were previously GGP’s class-B malls. Rouse currently owns 35 regional malls in 21 states.