This article is from the Australian Property Journal archive
YET another barb has been thrown in the ongoing spat between Cromwell and its takeover target Investa Office Fund.
Speculation had mounted last week that IOF would postpone this Wednesday’s EGM at which investors would vote on Investa Listed Funds Management Limited (ILFML)’s proposal to partially internalise IOF.
Cromwell believes this will be the case due to feedback received from proxy votes thus far, and called on IOF to be transparent by making the proxy votes public and a poll be conducted at the EGM “to ensure the fair representation of the investor vote”.
It is believed IOF pushed back the vote to also allow Cromwell to submit a revised bid for IOF. Cromwell has a 9.83% stake in the fund, making it the largest single unitholder, and had a $2.7 billion acquisition proposal rebuffed last year, which was since bumped up to $3 billion.
In recent weeks Cromwell described IOF’s $45 million proposal to acquire a half-stake in the Investa Office Management platform, which oversees around $10 billion in office and commercial assets and is owned by the unlisted Investa Commercial Property Fund, as “a worst of all words” outcome for IOF investors.
On Friday Cromwell said it a statement that it was “surprised by this sudden and last minute change of heart, which we presume can only be a result of the feedback received from proxy votes so far.”
“Consistent with the board of IOF’s own reasoning Cromwell does not believe there is any valid reason to postpone the EGM and believes the speculation is both confusing and unsettling for unitholders and clearly demonstrates that the related party transaction may not be viewed by them as favourably as it is viewed by management.
“Alternatively, and consistent with Cromwell’s previous statement on 22nd May 2017, the related party proposal should be completely withdrawn and the Board of IOF should not waste another cent of unitholders’ money on it,” Cromwell said.
Cromwell upped its aggressive opposition after CGI Glass Lewis joined ISS as international proxies against the IOF’s move.
It said it would be voting against the related party proposal because “it results in IOF acquiring future uncertainty, embeds questionable governance practices, and reduces investor value both now and in the context of any potential future third party acquisition opportunity,”
Investa told shareholders in recent weeks that it unanimously recommended shareholders approve of the move at a vote on May 31st.
Australian Property Journal
