Canada’s Oxford Property Group has won all but won control of the listed Investa Office Fund with a new, higher $3.35 billion bid, topping a recently revised bid from its rival Blackstone by almost $48 million and boosting its stake to more than 29%.
That’s despite Investa saying its directors continue to unanimously recommend the Blackstone offer. They told shareholders to take no action on the conditional Oxford bid.
The Canadians’ bid is $5.60 cash per share, 10 cents a share better than its last bid and 8 cents above Blackstone’s revised $5.52 bid which was delivered to Investa Office Fund’s board just before last Monday’s meeting of shareholders.
That meeting was adjourned until this coming Monday for a vote after Blackstone declared its offer price to be final’ meaning it can’t offer more than that in the current bidding war. Oxford has now asked for that meeting to be adjourned.
“Oxford proposes to acquire all of the IOF Units by trust scheme for 100% cash consideration of $5.60 per IOF Unit. Under the Oxford Proposal, IOF Unitholders will therefore receive 8 cents per IOF Unit more than the $5.52 they will receive under the Blackstone proposal.
“Oxford has conducted commercial due diligence based on public information prior to submitting this indicative offer. The Proposal is therefore subject to satisfactory completion of confirmatory due diligence together with other limited conditions set out in this letter.
“In order to facilitate Oxford completing confirmatory due diligence and submitting a binding offer, Oxford requests that the IOF Unitholder meeting to consider the Blackstone proposal be adjourned.”
Oxford, which already owns 10% of Investa, said yesterday it had increased that holding:
“Oxford has agreed to acquire 9.99% of IOF Units from Investa Commercial Properties Fund (ICPF). Until completion of that acquisition, ICPF will exercise voting rights attaching to the 9.99% as directed by Oxford. Oxford has also obtained the right to purchase a further 10% of IOF from ICPF entities, subject to FIRB approval. This acquisition, representing a capital investment of $335m, and purchase right (representing a further potential capital investment of $335m) are both set at a price of $5.60, and reflect Oxford’s commitment to this Proposal.”
That makes it game, set and match for the Canadians.
Now the Canadian company is sitting pretty and Investa’s board will have to recommend acceptance and adjourn Monday’s meeting to allow Oxford to formalise its offer.
Oxford says there are conditions to its offer: “completion of confirmatory due diligence by Oxford to its satisfaction; Execution of a Scheme Implementation Agreement for the Proposal on terms that are consistent with the Blackstone Scheme Implementation Agreement; FIRB approval, which will be required for implementation of the Proposal. Oxford does not anticipate any regulatory impediments or delay to the Proposal. Oxford has submitted a FIRB application with respect to the Proposal; and The unanimous recommendation of the Directors of Investa Listed Funds Management Limited.