Fairvest Properties says all resolutions required to be passed by shareholders to approve its merger with Arrowhead Properties were passed by most shareholders on Tuesday.
The company said in a JSE news service (Sens) statement a further announcement regarding the fulfilment and/or waiver of the outstanding conditions precedent to the scheme will be released in due course.
Fairvest is a real estate investment trust (Reit) that owns predominantly retail assets in non-metropolitan and rural areas, as well as convenience and community shopping centres servicing the lower living standards measure (LSM) market in high-growth nodes. It has a portfolio of 43 properties valued at R3.44bn.
In terms of the first special resolution (approval of the scheme), 98.74% voted in favour and 1.26% against.
On special resolution 2: the revocation of the first special resolution if the scheme is not implemented, 99.49% were for and 0.51% were against.
Fairvest expects the process, including the transfer of shares and distribution payments, to be completed by end-January 2022.
In August, the company issued a circular to shareholders relating to the acquisition of Arrowhead B shares in exchange for Fairvest shares and the internalisation of the asset manager.
Fairvest had reached an agreement with significant Arrowhead shareholders to acquire about 507-million Arrowhead B shares in exchange for 939-million Fairvest shares.
The company’s asset management function is currently outsourced to New Star Asset Management Proprietary. Its independent board resolved, subject to shareholder approval, that Fairvest acquire the issued shares of the asset manager for R133m.
In September, a general meeting resulted in the approval of the transaction and all resolutions by shareholders.
JSE-listed Reit Arrowhead owns a diversified portfolio of retail, office and industrial assets in SA valued at about R11bn. Its A and B share structure caters for shareholders with different risk appetites.
Arrowhead’s B share price has increased by 216% over the past year to R4.11, while dividends were up 44.6% per B share compared with a 4.1% increase per A share.
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