Shareholders push board to engage with KKR20 Feb 2025 16:02
Shareholders in healthcare real estate investment trust Assura (AGR) have said the board should engage with potential buyer KKR after so far rejecting its advances.
The mercurial private equity giant has made four bids for Assura, all of which had been rejected by its board without consulting shareholders. The latest offer of 48p per share is a 2.8 per cent discount to EPRA net tangible asset value and a 28 per cent premium to the undisturbed share price. It was unanimously rejected by the board on 15 February, which said the offer “materially undervalued the company and its prospects”.
Some shareholders expressed surprise about the decision to reject the bid.
"Public markets have failed to recognise the value [of Assura] fully," said Tom Furlong, portfolio manager at CCLA. "At 48p, it looks to be a sensible bid and we strongly encourage the board to engage with KKR," he added. CCLA holds a 4.7 per cent stake in Assura.
“The board’s reaction to KKR’s bid was somewhat surprising, given that Assura’s shares had been trading well below net asset value for some time," said Marcus Phayre-Mudge, fund manager at TR Property Investment Trust. "Shareholders will be justified in seeking further explanation from the directors given that the consensus EPS (earnings per share) for the next three years is an anaemic 3 per cent per annum. Investors should be given the opportunity to decide the future of their company." TR Property Investment held £6.8mn worth of Assura shares as of 31 March 2024, around 0.5 per cent of the issued shares at the time.
Two of KKR's offers, including the fourth, were made in conjunction with the Universities Superannuation Scheme (USS), which announced a £250mn joint venture with Assura last year. The involvement of USS raised eyebrows in the City. “Was the joint venture a due diligence exercise for USS” said Oli Creasy, head of property research at Quilter Cheviot. USS then said on Monday that it had ruled itself out of the process.
“KKR is considering whether there is any merit in continuing to try and engage with the board,” the private equity business said in a statement on Monday. KKR has an infrastructure fund that has access to a lower cost of capital than real estate specialists, and Investors' Chronicle understands the company would look to grow the Assura portfolio.
Unlike other property sectors, healthcare has good headwinds, with the current government keen to improve the condition of the NHS estate. Assura recently disposed of £48.4mn worth of properties in line with book value, giving credence to the valuations.
But a source familiar with the matter emphasised to Investors’ Chronicle that Assura's discount to net asset value (NAV) showed structural change was needed. “If the structural growth in the sector is so good, why was this not already reflected in the share price?”