Cuscaden Peak required to make chain offer for SPH REIT

Singapore 50 dollar bill

Cuscaden Peak, the consortium which bought Singapore Press Holdings (SPH), will be required to make a chain offer for all the units of SPH REIT, according to a filing to SGX Thursday.

That was after the results of shareholders’ choice of consideration left the consortium holding around 47.2 percent of SPH REIT, the filing said.

Cuscaden Peak gave shareholders the choice of either S$2.40 a share, including S$1.602 in cash and 0.782 SPH REIT unit valued at S$0.798 each, or an all-cash offer of S$2.36, based on unit price at the time the offer was made.

Around 42 percent of SPH shareholders elected to receive both cash and units, while around 58 percent choose the all-cash consideration, the filing said. That resulted in around 26.1 percent of SPH REIT’s units being transferred to Cuscaden Peak, leaving the consortium holding more than 30 percent of the REIT and triggering a chain offer, the filing said.

The minimum chain offer price is S$0.964 a unit, Cuscaden Peak said, but noted it is entitled to reduce the offer by S$0.0124 a unit for the cash distribution the REIT announced in February and by S$0.0144 a unit for the cash distribution announced in April.

Units of SPH REIT ended Thursday unchanged at S$0.975.

Who is Cuscaden Peak?

The consortium bidding against Keppel, called Cuscaden Peak, includes Tiga Stars, a wholly owned subsidiary of tycoon Ong Beng Seng’s Hotel Properties, and Adenium, which is a wholly owned subsidiary of Temasek portfolio company CLA Real Estate Holdings, as well as Mapletree Investments‘ indirect wholly owned subsidiary Mapletree Fortress. Mapletree Investments is wholly owned by Singapore state-owned investment company Temasek.

Cuscaden Peak is 40 percent owned by Tiga Stars, 30 percent by Adenium and 30 percent by Mapletree Fortress. Tiga Stars is 70 percent owned by Hotel Properties, with the remainder held by Como Holdings, which is ultimately owned by Ong Beng Seng, who is the controlling shareholder of Singapore-listed Hotel Properties. Adenium is wholly owned by CLA Real Estate Holdings, which is an independently managed portfolio company of Temasek.