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Press release from Business Wire

General Growth Properties Commences Public Offering of Common Stock

Tuesday, November 09, 2010

General Growth Properties Commences Public Offering of Common Stock17:38 EST Tuesday, November 09, 2010 CHICAGO (Business Wire) -- General Growth Properties, Inc. (NYSE: GGP) today announced that it has commenced a public offering of 135,000,000 shares of common stock of New GGP, pursuant to the company's registration statement filed with the Securities and Exchange Commission. The underwriters will have an option to purchase an additional 20,250,000 shares of common stock from the company at the public offering price, less the underwriting discounts. GGP's agreements with Brookfield Asset Management (“Brookfield”), Fairholme Funds, Inc. (“Fairholme”), Pershing Square Capital Management (“Pershing Square”) and Teacher Retirement System of Texas (“Texas Teachers”), which were an integral feature of GGP's plan of reorganization, provide the company with the flexibility to replace $2.15 billion of the $6.8 billion in equity commitments, funded today by the plan sponsors in connection with GGP's emergence from bankruptcy on more favorable terms through a clawback provision. New GGP will use the proceeds of the offering to fund this clawback. To the extent there are any excess proceeds, such proceeds will be used for general corporate purposes. Goldman, Sachs & Co. and Deutsche Bank Securities are serving as joint global coordinators for the offering. Wells Fargo Securities, RBC Capital Markets, Barclays Capital, UBS Investment Bank and Morgan Stanley are serving as joint book-running managers for the offering, Macquarie Capital and TD Securities are serving as senior co-managers and Piper Jaffray is serving as co-manager. A registration statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. The registration statement on Form S-11 may be accessed through the Securities and Exchange Commission's website at Alternatively, copies of the prospectus for the offering may be obtained through from Goldman, Sachs & Co., Prospectus Department, 200 West Street, New York, NY 10282, by telephone: 1-866-471-2526, by facsimile: 212-902-9316 or by email; or additionally may be obtained through Deutsche Bank Securities, Attn: Prospectus Department, 100 Plaza One, Jersey City, NJ 07311, by telephone: 1-800-503-4611, or by email ABOUT “New” GGP “New” GGP will have ownership and management interest in 183 regional shopping malls in 43 states as well as ownership interests in other rental properties. FORWARD LOOKING STATEMENTS This press release contains forward-looking statements. Actual results may differ materially from the results suggested by these forward-looking statements, for a number of reasons, including, but not limited to, the success of our equity offering, our ability to refinance, extend, restructure or repay our near and intermediate term debt, our substantial level of indebtedness, our ability to raise capital through equity issuances, asset sales or the incurrence of new debt, retail and credit market conditions, impairments, our liquidity demands and retail and economic conditions. Readers are referred to the documents filed by General Growth Properties, Inc. with the Securities and Exchange Commission, which further identify the important risk factors which could cause actual results to differ materially from the forward-looking statements in this release. The Company disclaims any obligation to update any forward-looking statements. General Growth Properties, Inc.David Keating, Vice President of Corporate Communications(312)