Assura has agreed to a deal that will see a KKR-Stonepeak consortium buy the British healthcare real-estate investment trust for (Reit) for about £1.6bn.
The announcement of the deal comes shortly after Assura rejected the latest £1.5bn indicative cash-and-stock proposal by Primary Health Properties. The board said PHP’s offer was not at a level that is sufficient to be recommended to shareholders.
PHP’s was the latest of seven proposals from PHP and a US consortium of KKR and Stonepeak Partners that Assura has received recently, according to Reuters.
PHP had offered Assura shareholders for each Assura share 0.3848 new PHP shares and 9.08p in cash. implying an initial value of 46.2p for each Assura share, inclusive of the dividend of 0.84p per share due to be paid on April 9, and valued Assura at about £1.5bn.
However, Assura said on Wednesday that the board considered the PHP proposal carefully with its advisers and concluded that it is not at a level that is sufficient to be recommended to shareholders.
“The board has therefore rejected the PHP proposal unanimously,” it said.
The deal that Assura has agreed to with the KKR-Stonepeak consortium entitles shareholders to receive for each Assura share 49.4p in cash, comprising 48.56p in cash and a quarterly dividend of 0.84p due to be paid on April 9.
The offer value represents an attractive premium of about 31.9% to Assura’s closing price of 37.4p on February 13, the day before the offer being made and values Assura at about £1.608bn on a fully diluted basis, it said.
Assura was advised by Lazard on the financial terms of the acquisition, and the directors consider the terms to be fair and reasonable and they intend to recommend unanimously that shareholders vote in favour of the scheme.
Commenting on the acquisition, Assura CEO Jonathan Murphy said the cash offer from KKR and Stonepeak offers an attractive opportunity for Assura shareholders to crystallise value immediately and enables the company to accelerate its growth via additional investment in critical healthcare infrastructure in the UK and Ireland.
Tara Davies, partner, co-Head of EMEA and co-head of European infrastructure at KKR said: “Assura is a market leader in healthcare infrastructure and we share the company’s objective of building best-in-class facilities to support the delivery of national healthcare objectives.
“Delivering this effectively requires significant investment in Assura’s platform, a long-term perspective and the ability to fund Assura’s growth through long-term and flexible capital. Together, KKR and Stonepeak bring deep pockets and understanding of UK infrastructure and real estate, and a shared track record of accelerating growth and investment.”
Nikolaus Woloszczuk, senior MD at Stonepeak, said Assura’s primary care centres and hospitals play an important role in the provision of healthcare services across the UK.
“Ensuring that these assets can continue to fulfil an essential service to communities, now and in the future, is a core focus of the consortium and we believe this will be more effectively and more sustainably achieved in private ownership. Stonepeak and KKR share a common approach to infrastructure investing based on active operational engagement, and we will bring all our resources to bear in supporting Assura’s management team deliver on their long-term ambitions for the company.”
The transaction is conditional on shareholder approval and it is expected that, subject to the satisfaction or waiver of all relevant conditions, it will become effective early in the third quarter of 2025.
KKR is a leading global investment firm with $638bn in assets under management, while Stonepeak is the world’s largest independent infrastructure specialist, managing approximately $72bn of assets.
Assura listed on the JSE in November 2024 and has its primary listing on the London Stock Exchange.
Based in Altrincham in England, Assura cares for more than 600 healthcare buildings, from which more than 6-million patients are served, according to the company’s prelisting announcement.
A constituent of the FTSE 250 and the European Public Real Estate Association (EPRA) indices, its portfolio was valued at £3.2bn at the end of September.
By the market close Assura’s share price had gained the most in three weeks, up 9.43% to R12.30.
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