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SABANA REIT
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Joelton
Supreme |
25-Feb-2023 12:31
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Sabana Reit&rsquo s independent directors recommend unitholders accept Volare&rsquo s partial offer
THE independent directors of the manager of Sabana Industrial Reit : M1GU +1.19% (Sabana Reit) have skipped the appointment of an independent financial adviser (IFA) and recommended unitholders accept the partial offer from substantial shareholder Volare Group.
The Swiss group, which holds a 5.4 per cent stake in Sabana Reit, had made a voluntary conditional partial offer of S$0.465 per unit in cash for 10 per cent of the units that it did not already own.
The partial offer will close at 5.30 pm on Mar 10.
The manager of Sabana Reit had earlier declared distribution per unit (DPU) of S$0.0146 for the second half of FY2022, which will be paid on Mar 27 after the books closure date on Feb 7.
As the closing date of the offer will be after the declared books closure date of H2 DPU, the ex-distribution offer price will be S$0.4504.
&ldquo The independent directors have not appointed an IFA to advise on the partial offer, and have instead consulted a duly licensed financial adviser on the financial terms of the partial offer,&rdquo the manager of the real estate investment trust (Reit) said in a circular to unitholders on Friday (Feb 24).
Among the key considerations in recommending unitholders accept the partial offer, the independent directors noted that the offer price is at a premium of 9.4 per cent above the volume-weighted average price (VWAP) of Sabana Reit units on the day the partial offer was announced.
The offer price is also at premiums of between 5.7 per cent and 15.4 per cent to the historical VWAP of the units over the last one-month, three-month, six-month, one-year, two-year, three-year and five-year periods up to the partial offer announcement date.
The independent directors also noted that the offer price implies a price-to-net asset value (P/NAV) ratio of 0.87 times for Sabana Reit units.
This represents premiums of between 3.6 per cent and 11.5 per cent to Sabana Reit&rsquo s historical average trading P/NAV ratios in the last one-year, two-year and five-year periods up to the partial offer announcement date.
The P/NAV ratio implied in the offer price is also close to the average P/NAV ratio of 0.88 times for peers such as Aims Apac Reit : O5RU 0% and Daiwa House Logistics Trust : DHLU 0%, the independent directors said.
Activist investor Quarz Capital earlier this week issued an open letter asking the management and board of Sabana Reit not to &ldquo waste unitholders&rsquo monies&rdquo by appointing an IFA to evaluate the partial offer from Volare Group.
Under the Takeover Code, there is no requirement for the directors to obtain competent independent advice if a partial offer does not result in the offeror and its concert parties holding 30 per cent or more in the offeree.
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Michtan1955
Member |
24-Feb-2023 21:25
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Sabana Reit independent directors recommend unitholders accept Volare partial offer[email protected] @JudeChanBThttps://www.businesstimes.com.sg/companies-markets/reits-property/sabana-reits-independent-directors-recommend-unitholders-accept THE independent directors of the manager of Sabana Industrial Reit : M1GU +1.19% (Sabana Reit) have skipped the appointment of an independent financial adviser (IFA) and recommended unitholders accept the partial offer from substantial shareholder Volare Group. The Swiss group, which holds a 5.4 per cent stake in Sabana Reit, had made a voluntary conditional partial offer of S$0.465 per unit in cash for 10 per cent of the units that it did not already own. The partial offer will close at 5.30 pm on Mar 10. The manager of Sabana Reit had earlier declared distribution per unit (DPU) of S$0.0146 for the second half of FY2022, which will be paid on Mar 27 after the books closure date on Feb 7. As the closing date of the offer will be after the declared books closure date of H2 DPU, the ex-distribution offer price will be S$0.4504. The independent directors have not appointed an IFA to advise on the partial offer, and have instead consulted a duly licensed financial adviser on the financial terms of the partial offer, the manager of the real estate investment trust (Reit) said in a circular to unitholders on Friday (Feb 24). Among the key considerations in recommending unitholders accept the partial offer, the independent directors noted that the offer price is at a premium of 9.4 per cent above the volume-weighted average price (VWAP) of Sabana Reit units on the day the partial offer was announced. The offer price is also at premiums of between 5.7 per cent and 15.4 per cent to the historical VWAP of the units over the last one-month, three-month, six-month, one-year, two-year, three-year and five-year periods up to the partial offer announcement date. The independent directors also noted that the offer price implies a price-to-net asset value (P/NAV) ratio of 0.87 times for Sabana Reit units. This represents premiums of between 3.6 per cent and 11.5 per cent to Sabana Reit&rsquo s historical average trading P/NAV ratios in the last one-year, two-year and five-year periods up to the partial offer announcement date. The P/NAV ratio implied in the offer price is also close to the average P/NAV ratio of 0.88 times for peers such as Aims Apac Reit : O5RU 0% and Daiwa House Logistics Trust : DHLU 0%, the independent directors said. Activist investor Quarz Capital earlier this week issued an open letter asking the management and board of Sabana Reit not to waste unitholders&rsquo monies by appointing an IFA to evaluate the partial offer from Volare Group. Under the Takeover Code, there is no requirement for the directors to obtain competent independent advice if a partial offer does not result in the offeror and its concert parties holding 30 per cent or more in the offeree. Units of Sabana Reit closed 1.2 per cent or S$0.005 higher at S$0.425 on Friday, before the announcement.
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Jufo23
Member |
22-Feb-2023 21:05
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Ya lar sponsor ESR Group one kind one. Just look at all the ESR Group reits - Suntec, ESR logos, Cromwell Europe, ARA US All the performance quite jialat one. Sabana like catch the bug now SGX got give worst sponsor award or not? 
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pkli899
Supreme |
22-Feb-2023 19:57
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Pattern more than badminton! Not their money mah......spend at liberty la. |
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Jufo23
Member |
22-Feb-2023 19:29
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So let' s get this straight, its not required, but directors insist on spending $$$$ to hire IFA. For what? recommend it unfair and unreasonable to help the sponsor? and using our money? so next DPU will fall again la? Where are these directors from huh? Can we sue them or vote them down for wasting money like this?  Shareholders already suffering a big fall in DPU.. no respect for us |
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Joelton
Supreme |
22-Feb-2023 10:10
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Quarz urges Sabana Reit not to &lsquo waste money&rsquo on IFA for Volare partial offer
ACTIVIST investor Quarz Capital on Tuesday (Feb 21) issued an open letter asking the management and board of Sabana Industrial Reit : M1GU +1.19% (Sabana Reit) not to &ldquo waste unitholders&rsquo monies&rdquo by appointing an independent financial adviser (IFA) to evaluate the partial offer from Volare Group.
Quarz noted that Volare&rsquo s voluntary conditional offer to acquire an additional 10 per cent of Sabana Reit units at S$0.465 per unit is more than 50 per cent above a previous offer that the directors had recommended as &ldquo fair and reasonable&rdquo .
In 2020, the managers of Sabana Reit and ESR-Logos Reit : J91U 0% (then known as ESR Reit), had proposed a merger that valued units of Sabana Reit at an implied price of S$0.31 apiece, Quarz said. This is based on ESR-Logos Reit&rsquo s closing price of S$0.33 on Feb 20.
&ldquo The need to hire an IFA is highly questionable as it was just two years ago that the Reit manager spent more than S$2.1 million of unitholder&rsquo s capital &ndash or more than 15 per cent of half-yearly distribution per unit (DPU) &ndash with the directors recommending what we consider a low ball and value destructive merger offer,&rdquo Quarz said.
Under the Takeover Code, there is no requirement for the directors to obtain competent independent advice if a partial offer does not result in the offeror and its concert parties holding 30 per cent or more in the offeree.
Volare held 5.4 per cent of issued units in Sabana Reit before its offer to acquire another 10 per cent of the real estate investment trust (Reit).
Quarz noted that Volare&rsquo s partial offer of S$0.465 per unit is near the highest price that Sabana Reit units had traded at in the last five years.
&ldquo We would be very surprised to see a truly independent board deem the current offer to be &lsquo unfair and/or unreasonable&rsquo after the last offer,&rdquo Quarz said.
Asked by The Business Times if Quarz would accept Volare&rsquo s partial offer, head of research Havard Chi would only say that it finds the offer &ldquo attractive&rdquo .
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Michtan1955
Member |
21-Feb-2023 23:24
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Quarz urges Sabana Reit not to &lsquo waste money&rsquo on IFA for Volare partial offerhttps://www.businesstimes.com.sg/companies-markets/reits-property/quarz-urges-sabana-reit-not-waste-money-ifa-volare-partial-offerACTIVIST investor Quarz Capital on Tuesday (Feb 21) issued an open letter asking the management and board of Sabana Industrial Reit : M1GU +1.19% (Sabana Reit) not to &ldquo waste unitholders&rsquo monies&rdquo by appointing an independent financial adviser (IFA) to evaluate the partial offer from Volare Group. Quarz noted that Volare&rsquo s voluntary conditional offer to acquire an additional 10 per cent of Sabana Reit units at S$0.465 per unit is more than 50 per cent above a previous offer that the directors had recommended as &ldquo fair and reasonable&rdquo . In 2020, the managers of Sabana Reit and ESR-Logos Reit : J91U 0% (then known as ESR Reit), had proposed a merger that valued units of Sabana Reit at an implied price of S$0.31 apiece, Quarz said. This is based on ESR-Logos Reit&rsquo s closing price of S$0.33 on Feb 20. &ldquo The need to hire an IFA is highly questionable as it was just two years ago that the Reit manager spent more than S$2.1 million of unitholder&rsquo s capital &ndash or more than 15 per cent of half-yearly distribution per unit (DPU) &ndash with the directors recommending what we consider a low ball and value destructive merger offer,&rdquo Quarz said. Under the Takeover Code, there is no requirement for the directors to obtain competent independent advice if a partial offer does not result in the offeror and its concert parties holding 30 per cent or more in the offeree. Volare held 5.4 per cent of issued units in Sabana Reit before its offer to acquire another 10 per cent of the real estate investment trust (Reit). Quarz noted that Volare&rsquo s partial offer of S$0.465 per unit is near the highest price that Sabana Reit units had traded at in the last five years. &ldquo We would be very surprised to see a truly independent board deem the current offer to be &lsquo unfair and/or unreasonable&rsquo after the last offer,&rdquo Quarz said. Asked by The Business Times if Quarz would accept Volare&rsquo s partial offer, head of research Havard Chi would only say that it finds the offer &ldquo attractive&rdquo . Units of Sabana Reit closed 1.2 per cent or S$0.005 higher at S$0.425 on Tuesday, before the open letter was issued. |
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Jufo23
Member |
21-Feb-2023 18:39
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My thoughts exactly. Thinking how much to tender now. Should I send by mail or SGX website??
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Michtan1955
Member |
16-Feb-2023 18:05
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After seeing the big rights and placement at ESR REIT even when their share price has fallen so much, don' t want anything to do with ESR related REIT like Sabana. You never know they throw stunts like this. |
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pkli899
Supreme |
16-Feb-2023 11:02
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0.465 less dividend. | ||||
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luckyplate
Member |
16-Feb-2023 10:58
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so we are selling to volare group at 0.45 per unit ?? not 0.46 ?? |
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Jufo23
Member |
13-Feb-2023 16:58
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I am tendering 25% of my holdings into this swee offer and praying that other people forgot to do that 
Tender at $0.45 and then buy back at $0.425 LMAO
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Michtan1955
Member |
13-Feb-2023 16:55
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super funny, people still thinking ESR coming back me thinking: tender more, take my money back and run la " maybe even ESR tendering" hopefully not so I get better allocation 
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pkli899
Supreme |
13-Feb-2023 09:15
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From the circular, it is clear that offer excludes the dividend.
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Michtan1955
Member |
13-Feb-2023 02:09
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You trying to make shareholders sell you cheap cheap at 42 cents, and then take advantage and buy them and then tender into the offer and make a sweet sweet 7.5% in 2 weeks rite? Cmon la, you think shareholders are stupid? Very selfish and incosiderate of you to do this!! Why would we sell you at 42 cents when we can sell to Volare at 45 cents?? Very unlikely that Volare and ESR are working together. Why? From the start, Volare said in the announcement that paying dividend and issuing new units are 2 things that can cancel the offer. The manager immediately did both! Heng heng Volare didn' t cancel the offer Don' t think ESR REIT coming back. After merger with ARA Logos, they said got 2 billion pipeline from sponser. Gearing already over 40% still buy asset from sponser. Is that why share price always under pressure? The smartest thing to do for Sabana shareholders is just to tender more shares in the offer. Market price now only 42 cents, but if you get allocated, you get to sell at over 45 cents in the offer. From the way things look, ESR likely would not tender shares, so shareholders who tender more will likely get more allocation. Just waiting for documents to come now so I can tender big big
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Jufo23
Member |
11-Feb-2023 09:46
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Tender documents finally here liao 😁 https://links.sgx.com/1.0.0/corporate-announcements/MUWHR1IEEQXYFQSL/88f6c211712339007a2e375652034f9c4102f1ec48463f8ca907e70cca7d179e Got website also, lmao swee! https://www.partialoffersabana.com |
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pkli899
Supreme |
06-Feb-2023 10:28
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Nothing said on this but we will be entitled to the dividend. Ex-div means sell after the date also will get it mah.
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bechaotic
Member |
06-Feb-2023 09:02
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Today ex-div. Wondering whether the partial take-over price of 46.5 include or exclude this dividend? | ||||
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Jufo23
Member |
31-Jan-2023 20:42
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walao! results getting worst and worst. | ||||
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katak88
Master |
30-Jan-2023 10:00
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Sabana Reit H2 DPU falls 7% to S$0.0146 on higher interest expensesMON, JAN 30, 2023 - 09:22 AM
SABANA Industrial Real Estate Investment Trust : M1GU +1.11% (Sabana Reit) posted a distribution per unit (DPU) of 1.46 Singapore cents for the half-year ended Dec 31, 2022, down 7 per cent from a year ago. In a bourse filing on Monday (Jan 30), its manager attributed the DPU decline to higher interest expenses. Gross revenue rose 16.9 per cent to S$50.1 million from S$42.8 million, mainly due to higher contributions from New Tech Park as well as the portfolio&rsquo s assets at Tuas, Chai Chee Lane, Serangoon North and Changi South. Net property income (NPI) remained stable at S$26.3 million, remaining consistent year on year. The latest H2 results brings the Reit&rsquo s FY2022 DPU to 3.05 cents, unchanged from the previous year. FY2022 gross revenue was up 15.9 per cent to S$94.9 million from S$81.9 million in FY2021, while NPI rose 2.6 per cent to S$53.3 million as the full-year increase in revenue was largely offset by a surge in utility expenses amid global energy inflation. As at end-December 2022, the Reit&rsquo s portfolio&rsquo s occupancy rate stood at 91.2 per cent excluding occupancy data from 1 Tuas Avenue 4, which is undergoing asset enhancement initiative works. This is 2.8 percentage points higher than the previous year&rsquo s, driven primarily by positive rental reversion rates in Q4. Sabana Reit&rsquo s portfolio valuation for its 18 properties saw a further uplift by 2.3 per cent on-year to S$885.7 million as at end-2022, due to higher signing rents for both new and renewed leases across the portfolio as well as the securing of a new master lease tenant at 30 & 32 Tuas Avenue 8. With an aggregate leverage of 32.4 per cent as at end-2022, the Reit has a debt headroom of S$156.1 million with a weighted average debt maturity at 2.8 years. The next refinancing requirement is due in Q4 of 2024. Looking ahead, the manager said it remains cautiously optimistic on its mid-term outlook, and continues to see steady demand in the Singapore industrial sector. Units of Sabana Reit ended Friday unchanged at S$0.45. |
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