Fairholme Letter to General Growth Properties, Inc.

MIAMI, April 22 /PRNewswire/ -- Fairholme Capital Management L.L.C. on behalf of The Fairholme Fund (Ticker: FAIRX) and The Fairholme Focused Income Fund (Ticker: FOCIX), each a series of Fairholme Funds, Inc. sent the attached letter to Adam Metz, CEO of General Growth Properties, Inc. ("GGP")

Information about Fairholme Capital and the Funds

Fairholme Capital Management, L.L.C. is registered with the SEC as an investment adviser and, as of March 31, 2010, has approximately $16.5 billion of assets under management. Fairholme Capital is the investment manager of each of The Fairholme Fund and The Fairholme Focused Income Fund. Operating and investment decisions for Fairholme Capital and the Funds are made by Bruce R. Berkowitz, in consultation with Charles M. Fernandez. Mr. Berkowitz is the founder and Managing Member of Fairholme Capital and the President and a Director of Fairholme Funds, Inc. Mr. Charles M. Fernandez is the President of Fairholme Capital and a Vice-President and a Director of Fairholme Funds, Inc.

The Funds investment objectives, risks, charges, and expenses should be considered carefully before investing. The prospectus contains this and other important information about the Funds, and may be obtained by calling shareholder services at 866-202-2263 or visiting our website at www.fairholmefunds.com. Read it carefully before investing.

Investing in The Fairholme Fund involves risk including loss of principal. The Fairholme Fund is non-diversified, which means that it invests in a smaller number of securities when compared to more diversified funds. Therefore, the Fund is exposed to greater individual stock volatility than a diversified fund. The Fairholme Fund also invests in foreign securities which involve greater volatility and political, economic and currency risks and differences in accounting methods.

The Fairholme Focused Income Fund is a non-diversified mutual fund, which means that the Fund invests in a smaller number of securities when compared to more diversified funds. This strategy exposes the Fund and its shareholders to greater risk of loss from adverse developments affecting portfolio companies. The Fund's investments are also subject to interest rate risk, which is the risk that the value of a security will decline because of a change in general interest rates. Investments subject to interest rate risk will usually decrease in value when interest rates rise and rise in value when interest rates decline. Also, securities with long maturities typically experience a more pronounced change in value when interest rates change.

Shares of the Funds are offered through the Funds' distributor, PFPC Distributors, Inc.


April 22, 2010


Mr. Adam Metz

Chief Executive Officer

General Growth Properties, Inc.

110 North Wacker Drive

Chicago, Illinois 60606




Dear Adam,

There have been some rumors about our intentions, so please allow me to reiterate that Fairholme is not willing to invest in GGP if equity ownership is concentrated in the hands of Simon Property Group ("SPG"), passive or not.  Our concern is not antitrust or execution risk. We are not experts in those areas.  We simply find the value proposition for the public float unsupportable assuming successful execution of anything like the SPG proposal. We continue to support a stand-alone GGP and hope for a long-term relationship.

Do not hesitate to call if I can be of assistance.

With kind regards,

Bruce R. Berkowitz

Founder and Managing Member

SOURCE Fairholme Capital Management, L.L.C.



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