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The Lightstone Group Enters into Agreement with Simon Property Group on $2.325 Billion Transaction for Prime Outlets

AKEWOOD, N.J. (Dec. 8, 2009) – The Lightstone Group announced today that it has entered into a definitive agreement whereby Prime Outlets Acquisition Company and certain of its affiliated entities ("Prime Outlets") will be acquired by Simon Property Group ("Simon") in a transaction valued at approximately $2.325 billion, including the assumption of Prime Outlets' existing indebtedness and preferred stock.

Under the terms of the agreement, Simon will pay equity consideration for the owners’ interests in Prime Outlets comprised of 80 percent in cash and 20 percent in SPG common operating partnership units. The OP unit price will be based on a 10-day trading average of SPG common stock shortly before closing, subject to a 10 percent collar. Nearly all of the interests in Prime Outlets are owned by the Lightstone Group and Lightstone Value Plus REIT.

“The complementary fit of our two businesses and Simon’s skills in property management offer a significant value creation opportunity,” said David Lichtenstein, CEO and founder of the Lightstone Group. “I am very proud of the company we were able to build over the past seven years and equally delighted that we were able to enter into a transaction with a world-class company like Simon. This is truly a win-win transaction.”

Prime Outlets is a leading owner, manager, operator and developer of outlet centers in the United States. The Prime Outlets portfolio includes 22 high quality outlet centers located in major metropolitan markets such as Washington, D.C., Baltimore, Md., and San Antonio, Texas, and popular tourist destinations such as Orlando, Fla., and Williamsburg, Va. As of June 30, 2009, Prime Outlets’ centers were 92 percent occupied and generated annual sales per square foot of approximately $370.

Citi acted as exclusive financial advisor to the Prime Outlets; Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal advisor.

About The Lightstone Group

The Lightstone Group is a privately held real estate company with interests in residential, office, retail and industrial real estate assets throughout the United States. For more information, visit www.lightstonegroup.com.

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