FDC 0.34% $2.91 federation centres

Sydney Morning Herald, in the Afternoon

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    The proposed $11 billion merger between Novion Properties and Federation Centres has cleared another hurdle with shareholders set to vote on the plan on Wednesday, May 27, in Sydney.
    Late on Tuesday the Supreme Court of NSW granted Novion's board approval to convene the extraordinary meeting to vote on the planned deal, and instructed that scheme of arrangement booklets be sent to shareholders on April 21.
    Under the scheme, each Novion security will be exchanged for 0.8225 Federation securities, which implies a current Novion value of $2.55 per security.

    Chadstone Shopping Centre, Melbourne, owned 50/50 by Novion and Gandel Group. Photo: Paul Jeffers
    Investor reaction was swift, with Novion units rising 9.6 per cent to the offer price, and Federation up 0.6 per cent to $3.12 per security.
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    Potential pre-emptive rights over 50 per cent interests in six  assets valued at $800 million are assumed not to be triggered, but there are expected to be some asset sales, once the deal has been completed.
    In the notice from the Novion directors, it says the independent expert's report prepared by Grant Samuel & Associates has concluded that the merger is fair and reasonable to, and in the best interests of, Novion security-holders.
    Richard Haddock, chairman of Novion, said: "By combining the two highly-complementary platforms of Novion and Federation, the Novion Board believes that Novion security-holders will be provided with an enhanced investment proposition relative to Novion on a stand-alone basis".
    Further support for deal has also come from Novion's main shareholder, the Gandel Group, which owns 26.98 per cent and is the co-owner of Novion's largest asset,Chadstone Shopping Centre, Melbourne, and has advised that its intention is to vote all of its securities in favour of the merger, based on the disclosed terms of the merger and in the absence of a superior proposal.
    CLSA analysts have said they prefer Federation Centres, due to future earnings growth and the Novion match-up which addresses Federation's overweight West Australia exposure of 26 per cent and sub-regional mall exposure.
    If successful, the merged entity will have about $18.2 billion in annual retail sales, the assets under management will be $22 billion, with a listed market value of $11 billion.
    The merged group will own and manage 102 malls, from Chadstone, Emporium  and The Glen in Melbourne, centres across Perth and Chatswood in Sydney, among many others. There will also be a large exposure to food-based centres, which have been the growth engine of the retail sector in the past two years.
 
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