New Zealands' Augusta Capital independent directors unanimously recommend acceptance of the Centuria offer to acquire 100% of the company.
Centuira grabbed 23.3% of the shares of Augusta Capital as part of their capital raising process in May at NZ$0.55 per share. Centuria then launched a takeover proposal for the remaining 76% of the shares in a $122m cash and script offer equal to NZ$1.00 per share. Centuria already held lock up arrangements for a 36.2% of the original units.
Centuria gained acceptances from further existing shareholdings, taking their total shareholding to 66%, enabling Centruia to make their offer unconditional. Centuria therefore propose to issue 28,695,596 stapled securities on 15 July 2020 to Augusta shareholders who have accepted the Centuria Offer so far.
Centuria seeks acceptances to the Centuria Offer to take Centuria’s shareholding in Augusta to 90% or more to enable it to merge the businesses efficiently and create an A$8.9 billion Trans-Tasman funds management platform.
The Augusta Independent Directors Committee has unanimously recommended that, in the absence of a superior offer, the remaining Augusta shareholders should accept the Centuria Offer for all their Augusta shares. The Independent Directors issued an independent assessment of the merits of the Offer prepared by Calibre Partners (formerly known as KordaMentha).
The acquisition of Augusta would result in the integration of one of New Zealand’s leading real estate funds managers into Centuria’s established platform. The transaction is expected to deliver immediate scale for Centuria across the New Zealand market, with a concentration towards Auckland, a resilient and globally recognised real estate market. Upon implementation, Centuria would become one of the leading funds management platforms in the Australasian region and will no doubt seek to expand its influence over the NZ market.
The deal complements Centuria’s existing expertise in the Office and Industrial markets with approximately 70% of Augusta’s assets under management (AUM) invested in these two sectors as well as diversifying Centuria's funds management revenues through an exposure to the large format retail market and New Zealand’s growing tourism sector.
Augusta's Mark and Bryce will continue to lead the Augusta funds management platform as key executives of the Centuria group and have entered into escrow arrangements in relation to their Centuria holdings and three year employment contracts.
Joint CEO John McBain said “Augusta has a commanding market position in the New Zealand funds management arena with significant exposure to the industrial sector and are currently marketing a diversified healthcare fund, both sectors being highly complementary to Centuria’s existing strategy. Locally, we have new listed and unlisted fund plans being finalised at present to offer our investors attractive relative returns.”
The Centuria Offer is scheduled to close at 11.59pm (New Zealand time) on 10 August 2020 but the offer period may be further extended at Centuria’s discretion.
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