Calan Says "No" To "Unfair" Takeover Offer
February 20, 2006
Calan Says “No” To “Unfair” Takeover Offer
Statement made by Bruce Davidson, Chairman of the Independent Committee of Directors, Calan Healthcare Properties Limited
The Independent Committee of Directors of Calan Healthcare Properties Limited are unanimously recommending unit holders DO NOT ACCEPT the unfair ING Property Trust Investment Ltd takeover offer.
The Ferrier Hodgson Independent Appraisal Report is categorical in saying the ING offer significantly undervalues Calan by between 20 cents and 34 cents.
The Ferrier Hodgson report assesses the ING cash plus units offer as having a true value of $1.21 in the hands of Calan unit holders. This is more than four cents lower than ING’s stated offer value of $1.25.
Ferrier Hodgson says that the value of the ING offer is less than ING stated because of the conditions that will see Calan’s and ING’s distributions deducted from the cash price paid and units issued.
ING’s offer is well outside the Ferrier Hodgson’s appraisal of Calan’s fair value of between $1.41 and $1.55, with a mid point of $1.48.
The Independent Committee of Directors note that Calan unit holders currently choose to invest in Calan as it has a low risk, medium return profile, and the market may have a different view of ING’s risk profile.
Calan unit holders should also consider that if the ING offer is successful, ING may not have Calan’s specialist skills and expertise in healthcare property management, and that the Ferrier Hodgson Independent Appraisal Report comments that without specialist health care property management skills, the value of any ING’s units issued to Calan unit holders would risk being reduced.
ING Property Trust currently has a holding in Calan of 5.37%.
The Independent Committee of Directors strongly advises that Calan unit holders take no action and disregard the ING offer.
The full Independent Appraisal Report is being posted to Calan unit holders today.