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SPG > SEC Filings for SPG > Form 8-K on 29-May-2014All Recent SEC Filings

Show all filings for SIMON PROPERTY GROUP INC /DE/

Form 8-K for SIMON PROPERTY GROUP INC /DE/


29-May-2014

Entry into a Material Definitive Agreement, Regulation FD Disclosur


ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On May 27, 2014, Simon Property Group, Inc. ("Simon" or the "Company") and Simon Property Group, L.P. entered into a separation and distribution agreement with Washington Prime Group Inc. ("WPG") and Washington Prime Group, L.P., pursuant to which the Company agreed to transfer certain assets and liabilities to WPG (the "Separation") and distribute 100% of the outstanding shares of WPG to the Company shareholders in a tax-free distribution (the "Distribution").



ITEM 7.01 REGULATION FD DISCLOSURE.

On May 29, 2014, Simon announced guidance for the quarter ending June 30, 2014 and updated its full year 2014 guidance to reflect the completion of the WPG spin-off effective May 28, 2014. The guidance update is solely related to the WPG spin-off, and also incorporates the transaction costs of the spin-off.

The press release announcing the guidance update is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.



ITEM 8.01 OTHER EVENTS.

On May 28, 2014, the Company issued a press release announcing the successful completion of the Distribution. WPG began "regular way" trading on the New York Stock Exchange under the ticker symbol "WPG" starting May 29, 2014.

The press release announcing the Distribution is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.



ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

Financial Statements:

None

(d) Exhibits

Exhibit No.                                Description

    2.1       Separation and Distribution Agreement by and among Simon Property
              Group, Inc., Simon Property Group, L.P., Washington Prime Group Inc.
              and Washington Prime Group, L.P., dated as of May 27, 2014

   99.1       Press Release of Simon Property Group, Inc., dated as of May 29, 2014

   99.2       Press Release of Simon Property Group, Inc., dated as of May 28, 2014


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