UPDATED: City Developments (CDL) has launched another takeover bid for Millennium & Copthorne Hotels (M&C).
The latest move comes after CDL built up a 65.2% stake in M&C.
CDL says the offer price will remain at the pre-conditional final cash offer price of 685 pence ($11.89) per share offer for the remaining 34.8% of M&C not already owned by CDL.
The offer price is final and will not be increased, and values the entire issued and to be issued ordinary share capital of M&C at £2.23 billion ($3.86 billion).
The Biltmore, a five-star luxury hotel at Grosvenor Square in Mayfair, London (Credit: CDL)
The latest offer is also at a 37% premium to M&C’s closing price of 500 pence based on the closing middle market price of an M&C share on June 6.
This time round, key minority shareholders -- JNE Partners LLP, MSD Capital, L.P., International Value Advisers, LLC, Classic Fund Management AG and BWM AG -- who hold a total of 49.3 million shares or a 43.6% stake that CDL doesn't already own, gave their irrevocable undertakings to accept the final offer.
M&C’s independent directors, who have been advised by Credit Suisse, consider that the terms of the final offer are fair and reasonable, and intend unanimously to recommend that M&C shareholders accept the final offer.
Millennium Biltmore Hotel, Los Angeles (Credit: CDL)
CDL says the maximum cash consideration payable amounts to £776.29 million ($1.34 billion) which will be funded through a combination of internal cash resources as well as funds made available to CDL under a credit facility.
M&C’s independent directors, who have been advised by Credit Suisse, consider that the terms of the final offer are fair and reasonable, and intend unanimously to recommend that M&C shareholders accept the final offer.
CDL says it has been a highly supportive shareholder since M&C’s initial public offering on the London Stock Exchange in 1996.
Millennium Broadway New York, Times Square (Credit: CDL)
However, CDL says M&C faces a number of challenges and a highly competitive landscape and would require significant and targeted capital investment to reposition assets as part of its long-term strategy.
Sherman Kwek, CDL’s Group Chief Executive Officer, says, “Taking M&C private is in line with CDL’s strong focus on boosting recurring income and enhancing underperforming assets. We are pleased to have garnered the support of M&C’s independent directors and key minority shareholders. The offer enables shareholders to exit an illiquid stock at a significant premium. We believe that a privatised M&C will be in the best position to navigate the increasingly challenging and competitive global hospitality landscape with agility and nimbleness. M&C will be able to leverage CDL’s significant resources, comprehensive real estate capabilities and global network to reposition its assets and drive sustainable hotel performance.”