TAKEOVER24 May 2023 07:21
RECOMMED ALL-SHARE OFFER FOR
CT PROPERTY TRUST LIMITED ( "CTPT" )
BY
LONDONMETRIC PROPERTY PLC ( "LONDONMETRIC" )
to be effected by means of a Court-sanctioned scheme of arrangement
under Part VIII of the Companies Law of Guernsey
Summary
-- The boards of directors of LondonMetric and CTPT are pleased to announce that they have reached agreement on the terms of a recommended all-share offer pursuant to which LondonMetric will acquire the entire issued and to be issued share capital of CTPT (the "Acquisition").
-- Under the terms of the Acquisition, CTPT Shareholders will be entitled to receive:
for each CTPT Share: 0.455 New LondonMetric Shares
-- On the basis of the Closing Price per LondonMetric Share of 188.0 pence on 23 May 2023 (the "Latest Practicable Date"), the Acquisition values each CTPT Share at 85.5 pence and the entire issued and to be issued ordinary share capital of CTPT at approximately GBP198.6 million.
-- The Acquisition represents:
o a premium of approximately 34.3 per cent. to the Closing Price per CTPT Share of 63.7 pence on the Latest Practicable Date;
o a premium of approximately 33.2 per cent. to the three-month volume weighted average price per CTPT Share of 64.2 pence (being the volume weighted average Closing Price for the three-month period ended on the Latest Practicable Date); and
o on a NTA-for-NTA basis, a discount of approximately 6.3 per cent. to CTPT's last reported EPRA NTA per CTPT Share of 96.6 pence as at 31 March 2023 based on LondonMetric's last reported EPRA NTA per LondonMetric Share of 198.9 pence as at 31 March 2023.
-- Following completion of the Acquisition, existing LondonMetric Shareholders will hold approximately 90.3 per cent. and CTPT Shareholders will hold approximately 9.7 per cent. of the enlarged issued share capital of LondonMetric.
-- It is intended that the Acquisition will be effected by means of a Court-sanctioned scheme of arrangement under Part VIII of the Companies Law of Guernsey (the "Scheme").