Westfield Corp Ltd securityholders voted overwhelmingly on Thursday to approve the mall owner’s acquisition by UnibailRodamco SE and the demerger of OneMarket Ltd.
The vote to proceed won support from 97.55% of shares, 93.85% of securityholders. UnibailRodamco shareholders voted 95% in favour on 17 May.
The whole process is due to culminate in implementation of the takeover on Thursday 7 June, but the deal remains subject to final court approval of the acquisition scheme of arrangement. That’s due back in the New South Wales Supreme Court next Tuesday, and the entire deal is scheduled to go through in Australia on Wednesday.
Unibail-Rodamco will acquire all Westfield’s securities for $US2.67 cash plus 0.01844 new Unibail-Rodamco stapled shares per Westfield security, which by default are to be issued in the form of Unibail-Rodamco-Westfield CDIs (Chess depositary interests), listed on the Australian Securities Exchange, and will be fully exchangeable with the new group’s stapled securities listed in Amsterdam & Paris.
Westfield will simultaneously demerge retail technology offshoot OneMarket Ltd on the basis of one OneMarket share for every 20 Westfield securities held.
Trading in the new CDIs will open on the ASX next Thursday, and trading in OneMarket shares will open on a deferred settlement basis on Thursday.
Westfield Corp has its headquarters in Sydney but all its 35 malls, worth $A35 billion, are in the US & UK. When Westfield Group split in 2014, the Australia-New Zealand part of it went into SCentre Group Ltd. That’s outside this deal.
Unibail-Rodamco & a newly created Dutch real estate investment trust (reit) holding Westfield’s US operations will become stapled entities.
Adding Westfield’s $A35 billion portfolio to UnibailRomdamco’s €43 billion gives a portfolio value of $NZ110 billion. UnibailRomdamco has 67 malls, plus 13 office buildings and 11 convention & exhibition centres totalling 4.6 million m² of gross lettable area.
Image above: Westfield’s 175,000m² Stratford City mall, which is also to have 1200 apartments. In the background is London Stadium, built for the 2012 Olympics and now home to West Ham United football club.
13 December 2017: Unibail-Rodamco strikes deal to buy Westfield
Attribution: Company releases.