SINGAPORE (June 28): Affiliates of Blackstone Real Estate have proposed to acquire all the issued units in Croesus Retail Trust (CRT) by way of a trust scheme for a consideration of S$1.17 in cash per unit.

Based on the scheme consideration, the implied equity value of CRT is approximately S$900.6 million.

In addition, if the effective date of the acquisition falls on or before Oct 31, unitholders may receive distributable income of CRT up to an aggregate of approximately S$31.3 million, representing approximately 4.06 Singapore cents per unit.

In a press release on Wednesday, the trustee-manager of CRT says the scheme “represents an opportunity for unitholders to realise their investment at an attractive valuation.”

The scheme consideration represents a premium of approximately 38% to CRT’s 12-month volume weighted average price (VWAP) per unit.

It is also 23% higher than CRT’s net asset value (NAV) per unit, and 31% higher than its net tangible asset (NTA) per unit.

The scheme consideration also exceeds CRT’s highest-ever closing price of S$1.09 per unit in May 2013.

“After extensive deliberation of the proposed scheme, we believe the scheme provides an opportunity for our unitholders to realise their investment for cash at a significant premium,” says CRT chairman and independent director David Lim.

“Unitholders may wish to note that they may receive future potential distributions of up to 4.06 Singapore cents per unit, over and above the scheme consideration of S$1.17 in cash per unit,” he adds.

“Croesus Retail Trust has an established portfolio of quality Japanese retail assets. This transaction represents a good opportunity for Blackstone’s real estate business to further expand its platform in Japan and a chance to work together with the proven management team and staff at Croesus,” says Christopher Heady, senior managing director and head of real estate Asia of The Blackstone Group.

The proposed scheme will first require several approvals, including sanction by the Singapore Court.

Unitholders holding not less than 75% of the voting rights at a scheme meeting will also need to approve the amendment of the Trust Deed.

In addition, the scheme will require the approval of more than 50% of the number of unitholders representing at least 75% in value of the units at the meeting.

As at 12.54pm, units of Croesus Retail Trust are trading 11.5 Singapore cents, or 10.9%, higher at S$1.17 after the trading halt was lifted.