- Agricultural real estate investment trust Vitalharvest Freehold Trust (VTH) has received a non-binding proposal from Roc Private Equity
- The company has assessed the proposal, and determined that it would be reasonably likely to result in a superior proposal
- Vitalharvest has already entered into a scheme implementation deed on a similar proposal from Macquarie Agricultural Funds Management
- Having postponed the unitholder meeting scheduled for March 4, the company will not pay a distribution on March 17
- Vitalharvest Freehold Trust closed 0.47 per cent higher to trade at $1.08 per share
Agricultural real estate investment trust Vitalharvest Freehold Trust (VTH) has received a non-binding proposal from Roc Private Equity.
On February 25, Roc proposed that it would acquire 100 per cent of issued units in the company for $1.08 cash per unit, by way of a trust scheme. Roc also proposed that if the trust scheme proposal is not approved by the majority of Vitalharvest unitholders, Roc would instead acquire all Vitalharvest assets for $314.8 million cash.
Roc intends that, if its proposal becomes binding, then it will be on substantially the same terms as the prior proposal from Macquarie Agricultural Funds Management (MAFM). Vitalharvest received a proposal from MAFM in November 2020, resulting in the company entering into a scheme implementation deed.
The company has assessed the proposal from Roc, and determined that it would be reasonably likely to result in a superior proposal. However, the company can not be sure if Roc’s proposal will be the superior proposal, or trigger a superior proposal from MAFM that starts a bidding war.
On March 1, Vitalharvest stated that it considered the Roc proposal to be a significant new matter, that warrants postponing its scheduled unitholder meeting. Having postponed the unitholder meeting set for March 4, the company will not pay the distribution that was expected.
The distribution was set at 2.5 cents per Vitalharvest unit, and had an expected record date of March 10 and payment date of March 17.
Vitalharvest has requested that MAFM agree to extend the waiver time limits, and will inform unitholders about whether MAFM consents to permit payment of the distribution to unitholders.
The company will also inform unitholders of a new date for the rescheduled unitholder meeting in due course.
Vitalharvest Freehold Trust closed 0.47 per cent higher to trade at $1.08 per share.