Elanor Commercial Property Fund (ECF), an externally managed real estate investment trust that invests in Australian commercial office assets, has issued a Target’s Statement formally responding to the off-market takeover offer from LDR Assets Pty Ltd (Lederer). The Independent Board Committee (IBC) of ECF has unanimously recommended that securityholders reject the offer. This recommendation is based on a detailed analysis of the offer and important information included in the Target’s Statement.
The ECF IBC’s primary rationale for rejecting the offer centers on its belief that the offer undervalues ECF. The committee contends that the offer price fails to provide a suitable premium to ECF’s net tangible assets (NTA) and does not offer an appropriate premium for control. Furthermore, the IBC considers the timing of the offer to be opportunistic, coinciding with signs of recovery in the commercial office market. Accepting the offer would deny ECF securityholders the opportunity to benefit from this potential market recovery.
The Target’s Statement includes an Independent Expert’s Report prepared by Kroll Australia Pty Ltd, which concludes that the offer is neither fair nor reasonable to ECF securityholders. Kroll’s assessment indicates that the offer price is below the low end of their assessed value range for ECF securities. The ECF IBC urges securityholders to carefully consider the full Independent Expert’s Report, the Replacement Bidder’s Statement, and the Target’s Statement before making any decisions. Securityholders are advised to seek advice from their broker, legal adviser, financial adviser, tax adviser, or other professional adviser as soon as possible, if in any doubt.
