Exhibit 35
Joint Filing Agreement
THIS JOINT FILING AGREEMENT is entered into as of August 2, 2017, by and among the parties hereto. The undersigned hereby agree that the Statement on Schedule 13D with respect to the common stock, par value $0.01 per share (the “Common Stock”), of GGP Inc., a Delaware corporation, and any amendment thereafter signed by each of the undersigned shall be (unless otherwise determined by the undersigned) filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
Dated: August 2, 2017 | BROOKFIELD ASSET MANAGEMENT INC. | |
By: | /s/ Aleks Novakovic | |
Name: Aleks Novakovic | ||
Title: Managing Partner | ||
By: | /s/ A.J. Silber | |
Name: A.J. Silber Title: Vice President, Legal Affairs | ||
Dated: August 2, 2017 | PARTNERS LIMITED | |
By: | /s/ Brian Lawson | |
Name: Brian Lawson | ||
Title: President | ||
Dated: August 2, 2017 | BPG HOLDINGS GROUP INC. | |
By: | /s/ Sujoy Gupta | |
Name: Sujoy Gupta | ||
Title: Vice President | ||
Dated: August 2, 2017 | BPG HOLDINGS GROUP (US) HOLDINGS INC. | |
By: | /s/ Sujoy Gupta | |
Name: Sujoy Gupta | ||
Title: Vice President | ||
Dated: August 2, 2017 | Brookfield Asset Management Private Institutional Capital Adviser US, LLC | |
By: | /s/ Murray Goldfarb | |
Name: Murray Goldfarb | ||
Title: Managing Partner | ||
By: | /s/ P. Scott Selig | |
Name: P. Scott Selig | ||
Title: Vice President | ||
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Dated: August 2, 2017 | BROOKFIELD HOLDINGS CANADA INC. | |
By: | /s/ A.J. Silber | |
Name: A.J. Silber | ||
Title: Vice President | ||
Dated: August 2, 2017 | BROOKFIELD PROPERTY PARTNERS LIMITED | |
By: | /s/ Jane Sheere | |
Name: Jane Sheere | ||
Title: Secretary | ||
Dated: August 2, 2017 | Brookfield Property PARTNERS L.P. | |
By: Brookfield Property Partners Limited, its general partner | ||
By: | /s/ Jane Sheere | |
Name: Jane Sheere | ||
Title: Secretary | ||
Dated: August 2, 2017 | Brookfield Property L.P. | |
By: Brookfield Property Partners L.P., its managing general partner | ||
By: Brookfield Property Partners Limited, its general partner | ||
By: | /s/ Jane Sheere | |
Name: Jane Sheere | ||
Title: Secretary |
Dated: August 2, 2017 | BROOKFIELD BPY HOLDINGS INC. | |
By: | /s/ Allen Yi | |
Name: Allen Yi | ||
Title: Assistant Secretary |
Dated: August 2, 2017 | BROOKFIELD BPY RETAIL HOLDINGS I LLC | |
By: | /s/ Michelle L. Campbell | |
Name: Michelle L. Campbell | ||
Title: Senior Vice President and Secretary | ||
Dated: August 2, 2017 | Brookfield BPY Retail Holdings II LLC | |
By: | /s/ Michelle L. Campbell | |
Name: Michelle L. Campbell | ||
Title: Senior Vice President and Secretary |
Dated: August 2, 2017 | BPY Retail III LLC | |
By: | /s/ Michelle L. Campbell | |
Name: Michelle L. Campbell | ||
Title: Senior Vice President and Secretary | ||
Dated: August 2, 2017 | Brookfield Retail Holdings VII LLC | |
By: | Brookfield Asset Management Private Institutional Capital Adviser US, LLC, its manager | |
By: | /s/ Murray Goldfarb | |
Name: Murray Goldfarb | ||
Title: Managing Partner | ||
By: | /s/ P. Scott Selig | |
Name: P. Scott Selig | ||
Title: Vice President | ||
Dated: August 2, 2017 | BROOKFIELD RETAIL HOLDINGS WARRANTS LLC | |
By: | Brookfield Asset Management Private Institutional Capital Adviser US, LLC, its managing member | |
By: | /s/ Murray Goldfarb | |
Name: Murray Goldfarb | ||
Title: Managing Partner | ||
By: | /s/ P. Scott Selig | |
Name: P. Scott Selig | ||
Title: Vice President |
Dated: August 2, 2017 | BROOKFIELD BPY RETAIL HOLDINGS III LLC | |
By: | /s/ Michelle L. Campbell | |
Name: Michelle L. Campbell | ||
Title: Senior Vice President and Secretary | ||
Dated: August 2, 2017 | BPY RETAIL IV LLC | |
By: | /s/ Michelle L. Campbell | |
Name: Michelle L. Campbell | ||
Title: Senior Vice President and Secretary |
Dated: August 2, 2017 | BROOKFIELD RETAIL HOLDINGS II SUB III LLC | |
By: Brookfield Asset Management Private Institutional Capital Adviser US, LLC, its managing member | ||
By: | /s/ Murray Goldfarb | |
Name: Murray Goldfarb | ||
Title: Managing Partner | ||
By: | /s/ P. Scott Selig | |
Name: P. Scott Selig | ||
Title: Vice President | ||
Dated: August 2, 2017 | BROOKFIELD RETAIL HOLDINGS III SUB II LLC | |
By: Brookfield Asset Management Private Institutional Capital Adviser US, LLC, its managing member | ||
By: | /s/ Murray Goldfarb | |
Name: Murray Goldfarb | ||
Title: Managing Partner | ||
By: | /s/ P. Scott Selig | |
Name: P. Scott Selig | ||
Title: Vice President |
Dated: August 2, 2017 | BROOKFIELD RETAIL HOLDINGS IV-A SUB II LLC | |
By: Brookfield Asset Management Private Institutional Capital Adviser US, LLC, its managing member | ||
By: | /s/ Murray Goldfarb | |
Name: Murray Goldfarb | ||
Title: Managing Partner | ||
By: | /s/ P. Scott Selig | |
Name: P. Scott Selig | ||
Title: Vice President | ||
Dated: August 2, 2017 | BROOKFIELD RETAIL HOLDINGS IV-B SUB II LLC | |
By: Brookfield Asset Management Private Institutional Capital Adviser US, LLC, its managing member | ||
By: | /s/ Murray Goldfarb | |
Name: Murray Goldfarb | ||
Title: Managing Partner | ||
By: | /s/ P. Scott Selig | |
Name: P. Scott Selig | ||
Title: Vice President | ||
Dated: August 2, 2017 | BROOKFIELD RETAIL HOLDINGS IV-C SUB II LLC | |
By: Brookfield Asset Management Private Institutional Capital Adviser US, LLC, its managing member | ||
By: | /s/ Murray Goldfarb | |
Name: Murray Goldfarb | ||
Title: Managing Partner | ||
By: | /s/ P. Scott Selig | |
Name: P. Scott Selig | ||
Title: Vice President |
Dated: August 2, 2017 | BROOKFIELD RETAIL HOLDINGS IV-D SUB II LLC | |
By: Brookfield Asset Management Private Institutional Capital Adviser US, LLC, its managing member | ||
By: | /s/ Murray Goldfarb | |
Name: Murray Goldfarb | ||
Title: Managing Partner | ||
By: | /s/ P. Scott Selig | |
Name: P. Scott Selig | ||
Title: Vice President |
Dated: August 2, 2017 | BW PURCHASER, LLC | |
By: | /s/ Michelle L. Campbell | |
Name: Michelle L. Campbell | ||
Title: Senior Vice President and Secretary | ||
Dated: August 2, 2017 | Brookfield US Holdings Inc. | |
By: | /s/ Michelle L. Campbell | |
Name: A.J. Silber | ||
Title: Vice President | ||
Dated: August 2, 2017 | Brookfield US Corporation | |
By: | /s/ Josh Zinn | |
Name: Josh Zinn | ||
Title: Vice President | ||
Dated: August 2, 2017 | BUSC FINANCE LLC | |
By: | /s/ Josh Zinn | |
Name: Josh Zinn | ||
Title: Vice President | ||
Dated: August 2, 2017 | BROOKFIELD BPY RETAIL HOLDINGS II SUBCO LLC | |
By: | /s/ Michelle L. Campbell | |
Name: Michelle L. Campbell | ||
Title: Senior Vice President and Secretary |
Dated: August 2, 2017 | NEW BROOKFIELD BPY RETAIL HOLDINGS II LLC | |
By: | /s/ Michelle L. Campbell | |
Name: Michelle L. Campbell | ||
Title: Senior Vice President and Secretary | ||
Dated: August 2, 2017 | BROOKFIELD OFFICE PROPERTIES INC. | |
By: | /s/ Keith Hyde | |
Name: Keith Hyde | ||
Title: Vice President, Taxation | ||
Dated: August 2, 2017 | 1706065 ALBERTA ULC | |
By: | /s/ Keith Hyde | |
Name: Keith Hyde | ||
Title: Vice President, Taxation | ||
Dated: August 2, 2017 | BROOKFIELD HOLDING LIMITED LIABILITY COMPANY | |
By: | /s/ Dr. László Csontos | |
Name: Dr. László Csontos | ||
Title: Managing Director | ||
By: | /s/ Eamonn John O’Dea | |
Name: Eamonn John O’Dea | ||
Title: Managing Director | ||
Dated: August 2, 2017 | BROOKFIELD PROPERTIES, INC. | |
By: | /s/ Michelle L. Campbell | |
Name: Michelle L. Campbell | ||
Title: Senior Vice President and Secretary | ||
Dated: August 2, 2017 | BOP (US) LLC | |
By: | /s/ Michelle L. Campbell | |
Name: Michelle L. Campbell | ||
Title: Senior Vice President and Secretary |
Dated: August 2, 2017 | BROOKFIELD PROPERTIES SUBCO LLC | |
By: | /s/ Michelle L. Campbell | |
Name: Michelle L. Campbell | ||
Title: Senior Vice President and Secretary |
Dated: August 2, 2017 | BROOKFIELD PROPERTY GROUP LLC | |
By: | /s/ Murray Goldfarb | |
Name: Murray Goldfarb | ||
Title: Managing Partner | ||
Dated: August 2, 2017 | BPY CANADA SUBHOLDINGS 1 ULC | |
By: | /s/ Keith Hyde | |
Name: Keith Hyde | ||
Title: President | ||
Dated: August 2, 2017 | BROOKFIELD PROPERTY SPLIT CORP. | |
By: | /s/ Michelle L. Campbell | |
Name: Michelle L. Campbell | ||
Title: Secretary |