Update 30 July 2002: National Property Trust unitholders voted today to support the trust’s takeover offer for the Newmarket Property Trust. National’s executive chairman, Paul Dallimore, said the vote made the offer unconditional. The offer closes on Friday 9 August. The other condition, to get acceptance representing more than 50% of Newmarket’s units, has already been met.
Update 22 July 2002: Sovereign Ltd has formally accepted the National Property Trust’s offer for its 38% stake in Newmarket Property Trust.
Grant Samuel says offer fair
Newmarket Property Trust’s independent directors have written to unitholders recommending they accept National Property Trust’s takeover offer.
Neville Darrow, deputy chairman of Newmarket Property Management Ltd & chairman of the committee of independent directors, said Grant Samuel Ltd concluded in its independent report that the offer was fair.
“In addition, the committee sought advice from investment bankers Clavell Capital Ltd, including the likelihood of other restructuring proposals or offers being received. Clavell Capital has advised that on the
basis of their inquiries no other proposals are likely to be received.”
The independent directors’ letter will be posted to unitholders this week along with the Grant Samuel report and a formal response to the takeover.
National launched a 6-for-10 bid in May, on the proviso that it also gains control of the Newmarket management company. The bid equated to 57c/unit for Newmarket, at National’s price of 95c, compared to Newmarket’s 51c on the offer day. Newmarket were at 50c today and National at 93c, equating to 55.8c for Newmarket, but with the addition of an early dividend.
The 2 trusts have agreed Newmarket should pay its unitholders a 1.5c/unit special dividend, including imputation credits, record date 26 July & payable 2 August.
Newmarket unitholders who accept the offer before 23 August will also get a dividend from National for the 31 May quarter. These 2 payments will equate to the final year-end dividend which Newmarket would most likely have paid its unitholders had the National offer not emerged.
2 more steps remain: National unitholders must approve the takeover offer by a 50% majority at a meeting in the Centra hotel, Christchurch, on Tuesday 30 July at 4pm, and more than 50% of Newmarket unitholders must accept the National offer, which closes on 9 August.
“Having regard to the Grant Samuel report, the arguably constrained & limited future for Newmarket as a stand-alone entity, and the advice from Clavell Capital, the committee of independent directors is of the opinion that the National offer is in the best overall interests of Newmarket unitholders,” Mr Darrow said.