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The independent bid committee of Stendörren Fastigheter recommends to unanimous shareholders not to accept the public offer of EQT Real Estates. The offer is considered too bad from a financial point of view.
Learn more about the offer here. The real estate world also said that there had been a counterclaim from Länsförsäkringar Fund Management (find out more here).
Seth Lieberman (also a member of the EQT real estate investment committee) and Knut Pousette, members of Stendörren's board of directors, have entered into an agreement to sell shares with Chicago Holding (EQT). ) concerning the sale of their shares. Stendörren, which means that they are disloyal and therefore do not participate Stendörrens' Board of Directors in dealing with issues relating to the offer.
The Board has therefore appointed an independent Candidature Committee consisting of Board members Jenny Wärmé, Helena Levander, Hans Runesten, Carl Mörk and Andreas Philipson (Committee) to represent the company in relation to the Offer and Express on this offer. The committee appointed Jenny Wärmé as chair.
The Committee relies on an overall assessment of a number of factors that it considers relevant to evaluate the offer. These factors include, but are not limited to, Stendörren's current position, Stendörren's stock market valuation versus comparable listed companies, the evolution of stock prices, the evolution of expected future of Stendörörren and associated opportunities and risks. The Committee also notes that shareholders representing more than 50% of the votes in Stendörren have agreed to transfer their shares on terms similar to those of the offer.
The Committee notes that Chicago Holding's price per share offers a 3.8% premium over the closing price of 96.6 SEK for B Share at Nasdaq Stockholm on November 26, 2018, the last trading day preceding the announcement of the offer, thus a premium of 9.7% compared to the volume-weighted average price of 91.3 SEK for the B share on the Nasdaq Stockholm over the last 20 trading days until November 26, 2018.
The Committee notes that Chicago Holding's proposed share price represents a discount of 8.5% compared to Stendörren's NPV NPV per common share of SEK 109.6 compared to the third quarter, the balance sheet being closed on 30 September. September 2018.
The Committee also notes that the share price offered by Chicago Holding corresponds to an enterprise value of SEK 7,632 million, ie 95.1% of the value of the property declared by Stendörren at SEK 8 027 million per year. third quarter report, with the balance sheet date as at September 30, 2018.
The Committee also notes that the purchase price per share of the five main shareholders acquired by EQT Real Estate corresponds to the purchase price per share of the offer.
The valuation is also based on Handelsbanken's valuation statement regarding the financial equity of the Stendörren shareholders of the offer. According to the valuation report, Handelsbanken is of the opinion that, given the assumptions retained in the statement, the offer is not financially fair to shareholders of Stendörren.
In this context and on the basis of current market rates and interest rates, the Committee unanimously recommended Stendörren shareholders not to accept the offer. However, the Committee considers it positive for the company that a known investor, such as EQT Real Estate, becomes the new main owner and can contribute to the ongoing development of the company through its access to the network, capital and to the skill.
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