Image: Canva, Irongate.
  • New offer priced at $1.90
  • 360 Capital previously made several proposals, all rejected by IAP
  • Proposal from CHC includes MOU with 360 Capital

Irongate (ASX: IAP) has received another proposal in as many months, the latest proposal comes from a partnership of Charter Hall and PGGM.

IAP said it received a non-binding, indicative proposal from a Charter Hall (ASX: CHC) managed partnership comprising Charter Hall and Dutch pension fund PGGM on 29 January 2022.

Previous proposal

This comes several months after 360 Capital Group proposed to acquire all the securities it did not already own in IAP for $1.6047 per stapled security; this was in October last year.

IAP rejected the proposal.

360 Capital revised its offer, Irongate rejected that too; the new offer price was $1.6547 per security (headline price of $1.70 less the announced distribution of $0.0453 per stapled security) announced in November.

In December last year, IAP announced it received another revised proposal from 360 Capital, now pricing the offer at $1.72 per stapled security.

On 12 January this year, Irongate announced it rejected the $1.72 proposal from 360 Capital.

Charter Hall and PGGM proposal

On 31 January, Irongate announced it received a proposal from Charter Hall and PGGM, the proposal was for the acquisition of all stapled securities in Irongate, by way of an agreed trust scheme, at a price of $1.90 per stapled security.

The indicative proposal includes a memorandum of understanding with Irongate’s largest securityholder, 360 Capital. The MOU contains a call option over 360 Capital’s 19.9% securityholding in IAP.

The MOU also includes standstill and exclusivity provisions in favour of the Partnership and describes a proposal under which 360 Capital will acquire certain assets within IAP’s portfolio, IAP’s funds management business and IAP’s co-investment stake in the ITAP Fund if the Partnership is successful in acquiring IAP.

The Indicative Proposal is not conditional upon 360 Capital completing the acquisitions meaning that the Partnership will retain responsibility for funding the Indicative Proposal.

The above-mentioned acquisitions as part of the MOU include:

  • 360 Capital REIT acquiring a portfolio of three office buildings in IAP totalling approximately $254 million,
  • 360 Capital Group (or its nominee) acquiring a 50% share in 100 Willis Street, Wellington, New Zealand for $82 million and enter into a call option agreement to purchase the remaining 50% interest from Charter hall at a future date, and
  • 360 Capital Group to acquire the IAP funds management business for $5 million and all of the co-investment stakes in the managed funds for an estimated price of $22.5 million.

For more details about the MOU and indicative proposal, please speak to the respective companies.

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