Premium units bid for by consortium

Posted On Monday, 31 August 2009 02:00 Published by eProp Commercial Property News
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A consortium of the Wapnick family and Octodec announced a partial offer to acquire 10% of the linked units held by Premium unitholders.

Jeffrey Wapnick

The Wapnick family and Octodec would take part in the consortium in of ratio of 20:80.

Independent Premium-linked unitholders who accept the partial offer would receive the offer consideration of R12,44 for every one Premium-linked unit tendered after the close of the partial offer period.

The offer consideration represented a premium of 10% to the 30-day volume weighted average price at August 12, being the last trading day prior to the cautionary announcement released on Sens.

The partial offer would remain open for an initial period from 9am on September 8 and would close at noon on October 9 — unless the consortium extends the offer period before the closing date.

The directors of Premium and the Wapnick family own about 23,3% of the units in issue and have been increasing their stake over the past few years through directors’ dealings.

This large shareholding, together with Octodec’s interest of 9,8%, has come at the price of liquidity, with just 23% of shares changing hands in the past year, substantially below the 36% sector average.

Octodec is a property loan stock company listed on the JSE with a market capitalisation of R1,12bn. It invests in industrial, office, retail, commercial and residential properties.

The Wapnick family collectively has a shareholding of 30,4% in Octodec and 24,2% in Premium.

Octodec, together with the Wapnick family, are considered concert parties in terms of the Securities Regulation Panel Code, with a combined holding of 34,4% in Premium.

Should the partial offer be implemented it would increase the consortium’s holding above the 35% shareholding threshold.

The consortium said it had held discussions with major independent Premium-linked unitholders, representing 40,2% of the independent Premium-linked units in issue.

It said Premium unitholders had indicated strong support for the partial offer, and had undertaken to vote in favour of the resolutions being proposed at the general meeting.

Independent Premium-linked unitholders were entitled to tender more than the minimum acceptance level of 10%, in which case the consortium would accept such excess tenders on a pro rata basis.

Independent Premium-linked unitholders who wish to participate in the offer may thus be able to dispose of more than their 10% holding to the extent that it would increase the consortium’s holding up to the maximum acquisition level of 10% in aggregate of the Premium-linked units held by independent unitholders.

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