Exhibit 99.1
Explanation of Responses:
(1) Common Stock and Warrants held directly by Brookfield BPY Retail Holdings I LLC, a Delaware limited liability company (“BPY”). BPY is an indirect subsidiary of the Reporting Person. In accordance with Instruction 4(b)(iv), the entire amount of the Common Stock and Warrants directly held by BPY is reported herein.
(2) Common Stock held directly by Brookfield BPY Retail Holdings Sub I LLC, a Delaware limited liability company (“BPY Sub”). BPY Sub is an indirect subsidiary of the Reporting Person. In accordance with Instruction 4(b)(iv), the entire amount of the Common Stock directly held by BPY Sub is reported herein.
(3) The Reporting Person disclaims beneficial ownership of all shares of Common Stock and Warrants that are directly beneficially owned by BPY and BPY Sub, except to the extent of any indirect pecuniary interest therein.
(4) Each Warrant entitled the holder to purchase 1.143 shares of Common Stock at an initial exercise price of $10.75 per share, subject to adjustments as provided in the warrant agreement, dated as of November 9, 2010, by and among Mellon Investor Services LLC, as warrant agent, and the Issuer.
Exhibit 99.2 - Joint Filer Information and Signature
Joint Filers: | |||
1. | Name: | Brookfield Property Partners L.P. | |
Address: | 73 Front Street, 5th Floor, Hamilton HM 12, Bermuda | ||
Brookfield Property Partners L.P. | |||
By: /s/ Jane Sheere | Date: November 5, 2013 | ||
Name: Jane Sheere | |||
Title: Secretary of Brookfield Property Partners Limited, | |||
General Partner of Brookfield Property Partners L.P. | |||
2. | Name: | Brookfield Property L.P. | |
Address: | 73 Front Street, 5th Fl., Hamilton HM 12 Bermuda | ||
BROOKFIELD PROPERTY L.P. | |||
By: Brookfield Property GP LP, its general partner | |||
By: 1648287 Alberta ULC, its general partner | |||
By: /s/ Steven Douglas | Date: November 5, 2013 | ||
Name: Steven Douglas | |||
Title: Director | |||
3. | Name: | Brookfield BPY Holdings (US) Inc. | |
Address: | 181 Bay Street, Suite 300, Toronto, Ontario, Canada M5J 2T3 | ||
BROOKFIELD BPY HOLDINGS (US) INC. | |||
By: /s/ Steven Douglas | Date: November 5, 2013 | ||
Name: Steven Douglas | |||
Title: President & Chief Financial Officer |
4. | Name: | CANHOLDCO 1 ULC | |
Address: | 181 Bay Street, Suite 300, Toronto, Ontario, Canada M5J 2T3 | ||
CANHOLDCO 1 ULC | |||
By: /s/ Steven Douglas | Date: November 5, 2013 | ||
Name: Steven Douglas | |||
Title: Director | |||
5. | Name: | CANHOLDCO 3 ULC | |
Address: | 181 Bay Street, Suite 300, Toronto, Ontario, Canada M5J 2T3 | ||
CANHOLDCO 3 ULC | |||
By: /s/ Steven Douglas | Date: November 5, 2013 | ||
Name: Steven Douglas | |||
Title: Director | |||
6. | Name: | CANHOLDCO 4 ULC | |
Address: | 181 Bay Street, Suite 300, Toronto, Ontario, Canada M5J 2T3 | ||
CANHOLDCO 4 ULC | |||
By: /s/ Steven Douglas | Date: November 5, 2013 | ||
Name: Steven Douglas | |||
Title: Director | |||
7. | Name: | CANHOLDCO 2 ULC | |
Address: | 181 Bay Street, Suite 300, Toronto, Ontario, Canada M5J 2T3 | ||
CANHOLDCO 2 ULC | |||
By: /s/ Steven Douglas | Date: November 5, 2013 | ||
Name: Steven Douglas | |||
Title: Director | |||
8. | Name: | Brookfield BPY Retail Holdings I LLC | |
Address: | 4 Brookfield Place, 250 Vesey Street, New York, NY 10281 | ||
BROOKFIELD BPY RETAIL HOLDINGS I LLC | |||
By: /s/ Michelle Campbell | Date: November 5, 2013 | ||
Name: Michelle Campbell | |||
Title: Assistant Secretary |