Redefine International and Wichford reach agreement on merger
Redefine International plc (RI plc) and Wichford P.L.C. (Wichford) have reached agreement on the terms of the proposed merger of the two companies.
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Wichford has made an offer to RI plc shareholders to acquire all of the RI plc shares in return for shares in Wichford on the basis of an exchange ratio of 7.2 Wichford shares for every one RI plc share held.
Redefine Properties International Limited (RI Ltd) currently owns approximately 82% of the shares in issue, and if the offer is accepted and the proposed merger is implemented, the company will dispose of its entire shareholding in RI plc in return for a shareholding of approximately 66% in Wichford.
Redefine International group CEO Mike Watters says Wichford will hold 100% of the issued shares of RI plc, creating an enlarged group, which will change its name to Redefine International P.L.C. and will trade on the Main Market for listed securities of the London Stock Exchange.
Wichford’s offer, and therefore the proposed merger, is subject to approval of 90% of the RI plc shareholders, of which RI Ltd holds 82%.
Watters says the merger will create an enlarged, income-focused property company with a diversified investment property portfolio of 184 properties valued at approximately GBP1.1 billion with an effective GLA of 7.9 million square feet.
“We believe the proposed merger represents a clear and strong strategic fit, and will create a company with a strengthened financial position.
“The enlarged Wichford group will have an improved capital structure benefiting from RI plc’s attractive long term debt facilities as well as the commitment from RI Ltd and its holding company, Redefine Properties Limited (Redefine), to support the proposed capital raising,” he says.
Following the successful implementation of the merger, the company is expected to seek to raise equity capital to improve the gearing of the group and to assist with refinancing of Wichford’s existing debt maturities in October 2012.