The Urban Developer
AdvertiseEventsWebinars
Urbanity
Awards
Sign In
Membership
Latest
Menu
Location
Sector
Category
Content
Type
Newsletters
Untitled design (8)
2 WEEKS UNTIL OUR UNMISSABLE FLAGSHIP CONFERENCE MORE THAN 550 ALREADY ATTENDING
2 WEEKS UNTIL OUR FLAGSHIP CONFERENCE 550+ ALREADY ATTENDING
REGISTER NOWDETAILS
TheUrbanDeveloper
Follow
About
About Us
Membership
Awards
Events
Webinars
Listings
Resources
Terms & Conditions
Commenting Policy
Privacy Policy
Republishing Guidelines
Editorial Charter
Complaints Handling Policy
Contact
General Enquiries
Advertise
Contribution Enquiry
Project Submission
Membership Enquiry
Newsletter
Stay up to date and with the latest news, projects, deals and features.
Subscribe
ADVERTISEMENT
SHARE
5
print
Print
LegalAna NarvaezTue 23 Jun 20

ARA Doubles Down on Cromwell Takeover

2a9ac36d-ba70-43d9-a6cd-fd6cc8eed052

Cromwell has issued its shareholders with a swift “take no action” direction in response to a part takeover bid from its largest shareholder, the Singapore-listed ARA Asset Management.

ARA’s $520 million proportional bid represents a 29 per cent buy-out of Cromwell at 90 cents per share. ARA said that the bid represents a premium of 9.8 cents to Cromwell’s 30-day volume-weighted average share price of 82 cents.

ARA currently holds 24 per cent of Cromwell’s securities. The bid, for which ARA has received FIRB approval, would lift its stake in Cromwell to about 46 per cent with creep provisions allowing it to close in on 50 per cent before the year is out.

ARA chief executive John Lim said that Cromwell has left the S$88 billion asset fund manager with “no choice” but to pursue a takeover.

“We seek change based on our strong belief that the existing Cromwell strategy is failing and exposing our investment to unacceptable risks,” Lim said.

Lim, and ARA’s Australian senior management, has consistently agitated for change at Cromwell, criticising the company’s corporate governance, financial performance and its European acquisition strategy—in particular Cromwell’s $1 billion purchase of a portfolio of Polish shopping centres.

Related: Cromwell Shareholders Vote Down Weiss Ascendancy

▲ ARA has made two failed bids to elevate activist investor Gary Weiss to Cromwell's board.


Lim said that ARA is concerned that Cromwell may look to pursue an equity raising at a discount to ARA’s 90cps offer. Cromwell chief executive Paul Weightman told the Financial Review in May that the group was not considering raising capital, despite concerns about negative asset revaluations and the level of gearing across the group’s balance sheet.

In an update to the ASX in June, Cromwell said that its gearing remains well within its debt covenant limits at 40 per cent.

The bitter, very public, fallout between the Brisbane-based property fund and its largest shareholder kicked off in mid-2019 after Cromwell blocked ARA’s bid for stock in a $375 million capital raising.

The dilution of ARA’s shares in Cromwell was followed by the narrow rejection of activist investor Gary Weiss from its board, after which Cromwell began issuing missives to shareholders asking for help to “protect” it from an ARA “takeover by stealth”.

ARA is receiving legal advice from Arnold Bloch Leibler and financial advice from Moelis and Credit Suisse.

In response to ARA’s bid, Cromwell advised its shareholders to take no action, noting the “unsolicited and opportunistic nature” of ARA’s proportional offer.

Cromwell said it will respond once it has evaluated and assessed the terms of ARA’s offer.

Cromwell closed 8 per cent higher at 94 cents on Tuesday.


OtherAustraliaInternationalFinanceReal EstateCompany
AUTHOR
Ana Narvaez
The Urban Developer - Editorial Director
More articles by this author
ADVERTISEMENT
TOP STORIES
The Port of Brisbane has released its Vision 2060 which details the need for inland rail connectivity
Infrastructure

Brisbane Port’s $15bn Future Faces One Big Obstacle

Renee McKeown
5 Min
Freecity Rouse Hill triple towers 2 Tempus Street
Exclusive

Freecity Takes Covers Off $330m Triple Towers in Sydney’s North-West

Leon Della Bosca
5 Min
Parallel Workshops Stockdale Housing PBSA project
Exclusive

Suburban Success Story Turns PBSA Thinking on its Head

Leon Della Bosca
7 Min
Exclusive

Interstate Developers Find Lots to Love in ‘Progressive, Affordable’ SA

Taryn Paris
5 Min
Bates Smart Richmond Sportslink HERO
Exclusive

BtR Focus Drives Bates Smart’s Richmond Sportslink Concept

Leon Della Bosca
6 Min
View All >
Industrial

Inland Rail: Site at Rural Hub Comes to Market in Victoria

Lindsay Saunders
Stockland's Triniti HERO
Build-to-Rent

Stockland $400m North Ryde BtR Approved on Appeal

Leon Della Bosca
Logan Wastewater Funding hero
Infrastructure

Flush of Funding to Deliver 20,000 New SEQ Homes

Phil Bartsch
Without the $135.98-million injection it is claimed the Logan City Council would have had to stop approving new housing …
LATEST
Industrial

Inland Rail: Site at Rural Hub Comes to Market in Victoria

Lindsay Saunders
2 Min
Stockland's Triniti HERO
Build-to-Rent

Stockland $400m North Ryde BtR Approved on Appeal

Leon Della Bosca
3 Min
Logan Wastewater Funding hero
Infrastructure

Flush of Funding to Deliver 20,000 New SEQ Homes

Phil Bartsch
3 Min
The Port of Brisbane has released its Vision 2060 which details the need for inland rail connectivity
Infrastructure

Brisbane Port’s $15bn Future Faces One Big Obstacle

Renee McKeown
5 Min
View All >
ADVERTISEMENT
Article originally posted at: https://theurbandeveloper.com/articles/ara-sharpens-takeover-bid-for-cromwell