Redefine supports UK merger

Posted On Thursday, 24 March 2011 02:00 Published by
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Redefine Properties Limited (Redefine) has come out in support of the potential merger of Wichford P.L.C (Wichford) and Redefine International plc (RI plc), following the announcement that the two UK-based companies have reached an agreement in principle

In terms of the merger agreement, it is proposed that Wichford will make an offer to acquire all of the RI plc shares in issue from all the RI plc shareholders, in return for shares in Wichford on the basis of an exchange ratio of 7,2 Wichford shares for every one RI plc share held.

Redefine currently owns 57% of Redefine Properties International Limited (RI Limited), which is the majority shareholder of RI plc with 82% of the current shares in issue. Redefine has indicated that RI Limited will accept the offer.

On completion of the merger, Redefine’s investment in RI Limited will remain unchanged at 57%, and RI Limited will dispose of its entire holding in RI plc in return for a holding of 64% in the enlarged Wichford. Wichford will in turn hold 100% of the issued shares of RI plc.

Redefine CEO Marc Wainer says the merger, which is subject to regulatory and unitholder approval, would create an enlarged, income-focused investment property company with a large, well diversified investment property portfolio listed on the main market of the London Stock Exchange.

“The enlarged company would have an improved capital structure benefiting from RI plc’s attractive long term debt facilities, and Redefine has committed to support a capital raise by the enlarged company in the future if so required,” he says.

Redefine has agreed in principle that it will underwrite any backstop capital raising pro rata to RI Limited’s shareholding in the enlarged company at the time of the completion of the potential merger. An underwriting fee of 2.5% will be payable to Redefine for this commitment.

“We are supportive of the merger, as the two companies are a complementary fit, and would create a company in the mid-tier of the UK listed property sector. In addition to the growth prospects and improved capital structure, an enlarged shareholder base will improve trading liquidity, and there is the potential for reduced combined expenses as a result of the elimination of certain public company costs,” says Wainer.

Publisher: eProp
Source: RPL

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