Simon Property ends pursuit of Macerich

Simon Property Group Inc scrapped its attempt to buy Macerich Co, ending what could have been the largest deal between U.S. shopping mall operators after Macerich rejected its sweetened offer of $23.2 billion including debt.

Macerich shares fell 5.5 percent to $79.67 on Wednesday, below what they were trading at before Simon Property made its first offer of $91 per share in March, suggesting Macerich faces an uphill task of convincing investors it did the right thing by walking away.

Macerich's management will have to dramatically step up performance to pacify investors, analysts said, calling its targets ambitious and unconvincing.

Macerich said it would continue to sell its lower growth properties and set a target to increase operating margins by 4 percent over the next 18-24 months.

"We wonder why these initiatives were not adopted prior to Simon Property's takeover attempt," Evercore Partners analyst Steve Sakwa said.

Simon Property, the largest U.S. shopping mall owner, raised its offer last month to what it called its "best and final offer" of $95.50 per share.

"What did Macerich have to lose by, at the very least, talking to Simon Property to determine what was the true 'best and final offer'?" Stifel Nicolaus analyst Nathan Isbee said.

Simon Property, led by former investment banker David Simon, has been aggressive in its takeover strategy. In 2010, the company tried to buy General Growth Properties Inc, now the No. 2 mall owner, with a $10 billion offer.

A combination with Macerich would have boosted Simon Property's high-end mall portfolio and allowed it to negotiate better leases at a time when consumers are increasingly shopping online.

"Simon could decide to re-focus on its market share in Europe and perhaps consider increasing its stake in Klepierre, given weakness in the Euro and very favorable long term financing," Cowen & Company analyst James Sullivan said.

Simon Property partly owns French shopping mall operator Klepierre.

Simon Property's shares were up 1.2 percent at $198.04.

$1 = £1.48/€0.92