Warehouse REIT PLC (AIM:WHR) has decided to merge with London-listed peer Tritax Big Box REIT PLC (LSE:BBOX) rather than be taken private by US private equity giant Blackstone.
Today, the two REITs said Warehouse had agreed to be taken over by Tritax in a cash and shares deal, where Warehouse shareholders will receive 0.4236 new BBOX shares plus 47.2p in cash for each share held.
On top of that, shareholders will retain the expected quarterly dividends of up to 1.6p per share scheduled for July and October.
Based on BBOX’s closing share price of 150.6p yesterday, the offer values Warehouse shares at 111p, or 114.2p if including the upcoming dividends.
This values Warehouse’s issued and to be issued shares at approximately £485.2 million and represents a premium of 38.6% to Warehouse’s closing price on the 'undisturbed date' of 82.4p from the end of February.
It is a 4.8% premium over the Blackstone offer of 109p per share.
Warehouse's independent directors have withdrawn their recommendation for shareholders to vote in favour of the Blackstone offer, and instead unanimously recommend voting in favour of the new BBOX scheme of arrangement.
Following completion, Warehouse shareholders will hold around 6.8% of the combined group’s issued share capital.