GIC-backed GLP chooses Chinese group's $16b offer at $3.38 per share in Asia's biggest buyout

Facade of Global Logistics Properties (GLP) building.
Facade of Global Logistics Properties (GLP) building. PHOTO: GLP

SINGAPORE - A consortium of investors - Nesta Investment Holdings - has proposed to buy out and take private mainboard-listed warehouse operator Global Logistics Properties (GLP) for S$16 billion.

If the deal goes through, it will be the largest-ever private equity buyout of an Asian company, surpassing last year's takeover of China's Qihoo 360 Technology, according to Bloomberg data.

The investor group comprises Hopu, Hillhouse Capital, Bank of China Group Investment, Vanke and SMG, which is owned by GLP chief executive Ming Mei.

Nesta Investment has proposed to acquire all the issued and paid-up ordinary shares of GLP (excluding treasury shares) by way of a scheme of arrangement at S$3.38 per share, GLP and Nesta Investment said in a joint statement on Friday (July 14).

This represents a 67 per cent premium over the one-month volume weighted average price per share up to Nov 30 2016, the last trading day before announcement of the strategic review. It is also 25 per cent more than GLP's last traded price on Wednesday before the shares were suspended.

Subject to shareholders approval and the meeting of other scheme conditions, the deal is expected to be completed on or before April 14, 2018. The deal is part of the logistics group's independent strategic review to look at options available to boost shareholder value. GLP had embarked on the strategic review last December following a request by its largest shareholder GIC, which owns over a third of the total stake in the company.

Shares of GLP have risen 23 per cent in trading this year, giving the firm a market value of S$12.7 billion. Trading was halted on Thursday (14 July), pending the announcement of the deal.

GLP owns and operate a US$41 billion (S$56.6 billion) global portfolio of 55 million sq m of warehouses and other logistics facilities in China, Japan, United States and Brazil.

Dr Seek Ngee Huat, GLP chairman, said: "After an extensive evaluation of all final proposals received, the Special Committee decided on the proposed Scheme, which we believe is compelling and value-enhancing for all shareholders. We are pleased to announce this Scheme for our shareholders' consideration."

GIC, which manages Singapore's foreign reserves, holds a 36.8 per cent stake in GLP, according to Bloomberg data.

In a statement on Friday, GIC said it has provided an undertaking to Nesta Investment to "vote in favour of the scheme" in respect to its shareholding interest.

"The GIC undertaking was required by Nesta before it would agree to undertake the acquisition. GIC agreed to give the GIC undertaking after having considered the terms of the acquisition, in particular, both the price and certainty of execution," it added.

However, despite its undertaking, GIC is free to accept an unsolicited, higher competing bid if one comes in before the scheme meeting is convened and is not matched by Nesta, the terms in the joint agreement noted.