Activist investor Jonathan Litt is taking on Taubman Centers, trying to nudge the mall operator to improve operations and consider taking the company private.
Investors were all for a little shaking up and drove shares of Taubman up 4.9 percent to $74.64.
Litt did not specify in his letter how large an investment he has in Taubman, but published reports put his stake at about 1 percent.
But Taubman, which came under withering criticism from Litt, sought to defend itself — using corporate niceties, naturally.
The firm said: “Taubman Centers values the strong relationships we have with our shareholders and welcomes open and constructive dialogue toward the goal of enhancing long-term value. The board and management are committed to serving the best interests of all of its shareholders. Taubman Centers has an outstanding track record of growth and is successfully executing on a clear strategic plan to own, manage, develop and acquire high-quality retail properties that deliver superior financial performance to shareholders.”
Litt, who is founder and chief investment officer of Land and Buildings Investment Management and a former analyst, sent an open letter to Taubman’s independent board members pushing for change.
“After decades of voicing our concerns to management we are done listening to excuses from the Taubman family for the company’s undervaluation and inferior operating performance,” Litt wrote in his letter. “We implore you, as independent directors, to exercise your fiduciary duty to all shareholders and take immediate action to remedy the dismal performance of our company and unlock the substantial trapped value. Despite Taubman owning the most productive class A malls available to the investing public — those properties most sought after by institutional investors and retailers alike — the company’s shares trade at one of the largest discounts to [net asset value] in the entire REIT sector.”
Litt argued that the Taubman’s stock could rise to $106 if the company improved operations and margins, allocated capital better and tweaked its corporate governance.
He said the company has underperformed its class A mall REIT peers by 57 percent over the past five years.
Litt pinned this on what he described as the company’s “bloated cost structure” and said the “management appears to have run roughshod over the board.”
“It is time for you, our independent directors, to exercise your fiduciary duty to all shareholders, not just the Taubman family — a family whose economic interest has fallen to just 20 percent after recently pledging a portion of their operating partnership units and common stock — to hold management accountable for their poor performance and to seek ways to maximize value for all Taubman shareholders.”
He said the company could de-stagger its board so all directors stand for reelection next year, separate the chairman and chief executive officer roles and consider taking the company private.
“Whether it is a management-led privatization or a sale of the company to a third party, all options should be evaluated, as any board exercising its fiduciary duty would do,” the activist said.
This is a case Litt has already made with management, with apparently little success.
“For the past five months, I have had an active engagement with Taubman chairman and ceo Bobby Taubman and implored him to take action to address the deplorable state we find the company in today,” Litt said.