Homburg Canada Inc. abandons Offer for Homburg Invest Inc. under current circumstances

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Algemeen advies 26/08/2011 09:07
Halifax, Nova Scotia, August 26, 2011 – Homburg Canada Inc ("HCI") refers to its press release dated July 29, 2011, in which HCI announced its intention to launch an offer for all of the issued and outstanding common shares of Homburg Invest Inc. ("HII") that are not currently -directly or indirectly- owned or controlled by HCI, at an offer price of CAD$3.25 in cash per Class A Share or Class B Share (the "Offer"). HCI hereby announces, in accordance with article 7 paragraph 1 (b) of the Dutch Decree on Public Takeover Bids (Besluit Openbare Biedingen Wft), that it will not submit an offer memorandum in relation to such bid for approval to the Netherlands Authority for the Financial Markets (Stichting Autoriteit Financiële Markten or "AFM") at the present time in light of a number of recent adverse changes in HII's circumstances.

Since June 7, 2011, HCI has tried, on a number of occasions, to come to an agreement on a friendly basis with HII’s board of directors, whereby HCI would have offered a certain price per share in cash to all of the holders of outstanding common shares of HII that were not directly or indirectly owned or controlled by HCI, based on a significant premium to the then trading price and whereby it intended to implement a strategic plan that would have created value for all stakeholders of HII, including its bondholders. Because the board of directors of HII has consistently rejected HCI’s proposals, HCI on July 29th announced its intention to launch an offer by way of take-over bid directly to all shareholders of HII.

HCI's decision not to submit an offer memorandum to the AFM at this time and, accordingly, not to pursue the prospective Offer under the current circumstances, was made today after due analysis and consideration of the implications on HII and on the Offer of (i) HII's announcement published on August 24, 2011 that HII has agreed to sell 3,000,000 units of Homburg Canada Real Estate Investment Trust at a discount to the market trading price, (ii) HII's recently published disappointing second quarter results, (iii) the increased volatility in the capital markets in North America and Europe since July 29, 2011, and (iv) HII's announcement published on August 24, 2011 that HII has received a letter from the AFM indicating that, after a response period leading up to September 1, 2011 during which HII can submit reasons to the AFM in support of a different outcome, the AFM intends to revoke HII's licence as a financial institution in the Netherlands.

Based on the above developments, including the financial impact thereof and the uncertainties resulting therefrom, HCI today concluded that it believes an Offer at a per share price of CAD$3.25 is no longer justified at this time. HCI notes that it continues to carefully consider its strategic alternatives in respect of HII.

About HCI
HCI is a private real estate investment and management company based in Nova Scotia, Canada. HCI is a wholly owned subsidiary of the Homburg Group, which is controlled by Richard Homburg.



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