Redefine’s offer follows its acquisition of Fountainhead’s management company for R660m earlier this year.

But Catalyst Fund Managers argues in its monthly report for last month that Fountainhead Property Trust’s portfolio is of a very high quality, "arguably superior to Redefine’s portfolio quality".

Catalyst said that on an ungeared basis, the Fountainhead portfolio — on its own — should achieve high sustainable income growth, "arguably significantly higher than Redefine’s portfolio even when including Fountainhead assets".

Old Mutual Investment Group senior portfolio manager Evan Robins said Redefine’s offer was "grossly unfair to minorities".

"It may be up to the FSB (Financial Services Board) … to protect minorities from being short-changed. Redefine wishes to buy the assets of Fountainhead at their lowest price relative to the listed property sector in over five years, and at the point when operational improvement is in sight," Mr Robins said.

Meago Asset Management director Jay Padayatchi said while Fountainhead’s retail properties, which make up the bulk of the portfolio, were of "very" high quality — including the specialised properties — the balance of the portfolio, offices and industrial properties, was "very average".

Mr Padayatchi said Redefine’s management may be able to "deliver the goods" from a Fountainhead portfolio with potential.

But he said many Redefine unitholders would still be wary of Redefine’s ability to deliver on guidance, as had been the case for the year-end in 2010, where revised guidance on earnings had to be given by the company.

Redefine CEO Marc Wainer defended the offer on Wednesday, saying "on the face of it, Fountainhead’s Property portfolio is of a very high quality".

He said two assets in particular, Blue Route and Centurion, which account for about 40% of the portfolio, were excellent.

"However, in our view, Centurion required a significant amount of money to be spent on cosmetic upgrades, and a number of the other retail properties — though good — will also require substantial capital expenditure. This expenditure is primarily defensive and likely to deliver very low returns," Mr Wainer said.

He said the industrial properties were small and of "poor quality and will be disposed of by Redefine over time".

Last week, Fountainhead Property Trust said it would not recommend the offer to unitholders yet. It said an independent committee and its advisers would engage with unitholders, regulatory authorities and Redefine to ensure that the interests of the unitholders were considered.