Reef Casino Trust's (RCT) independent directors have recommended that remaining unitholders accept Iris Cairns Property's AU$4.67-per-unit takeover offer, provided no superior proposal emerges and the independent expert maintains its opinion.
The recommendation was included in RCT's Target's Statement lodged on 23 October in response to Iris' unconditional off-market takeover bid for all units it does not already own. The offer is scheduled to close at 7pm Sydney time on 9 November unless extended.
Independent expert Lonergan Edwards & Associates concluded the offer was fair and reasonable in the absence of a superior proposal. It assessed RCT at AU$3.81 to AU$4.18 per unit, giving a midpoint of AU$3.99. The AU$4.67 offer represents a 17.04% premium to that midpoint.
The offer also represents a 29.54% premium to RCT's AU$3.605 closing price on 23 September, the final trading day before the offer was announced, and a 28.29% premium to its one-month volume-weighted average price.
Iris already owned 85.77% of RCT units following its earlier takeover bid and had increased its relevant interest to 96.33% by 21 October through acceptances under the latest offer. It also owns RCT's responsible entity and the operator of the Reef Hotel Casino complex in Cairns.
Iris has indicated it intends to pursue compulsory acquisition if it becomes entitled to do so. Remaining investors could otherwise face reduced liquidity, while Iris has also indicated it may seek to delist RCT from the ASX.
No superior proposal had emerged as of the Target's Statement date.
The unconditional offer is scheduled to close on 9 November