2024/7
ABRDN PROPERTY INCOME TRUST LTD
("API")
CUSTODIAN PROPERTY INCOME REIT PLC
("CREI")
URBAN LOGISTICS REIT PLC ("URBAN
LOGISTICS")
On 19 January 2024, the boards of CREI and API
announced that they had reached agreement on the terms of a
recommended all-share merger pursuant to which CREI would acquire
the entire issued and to be issued share capital of API (the "CREI
Offer"), to be implemented by means of a scheme of
arrangement.
On 1 February 2024, API announced the
publication of the scheme circular in relation to the CREI Offer.
That circular included notice of the shareholder meetings to
approve the CREI Offer, which were scheduled to be held on 28
February 2024 (the "Shareholder Meetings").
On 20 February 2024, Urban Logistics announced
that it was considering a possible offer for API.
On 22 February 2024, API announced that it
intended to adjourn the Shareholder Meetings so as to be reconvened
and held on 20 March 2024.
Also on 22 February 2024, pursuant to Rule
2.6(d) and Section 4 of Appendix 7 of the Takeover Code, the Panel
Executive ruled that, unless the Executive consents otherwise,
Urban Logistics must, by 5.00pm on 13 March 2024, either announce a
firm intention to make an offer for API under Rule 2.7 of the Code
or announce that it does not intend to make an offer for
API.
On 13 March 2024, CREI announced an update on
the CREI Offer.
Following CREI's announcement, the Executive
consented to an extension of the deadline referred to above and
ruled that, unless the Executive consents otherwise, Urban
Logistics must clarify its intentions by 5.00pm on 15 March
2024.
On 14 March 2024, API announced that it intended
to adjourn the Shareholder Meetings again, so as to be reconvened
and held on 27 March 2024 (the "Adjourned Meetings").
Following API's announcement, the Executive has
consented to a further extension of the deadline and has ruled
that, unless the Executive consents otherwise, Urban Logistics must
now, by 5.00pm on 20 March 2024, being the seventh day prior to the
date of the Adjourned Meetings, either announce a firm intention to
make an offer for API under Rule 2.7 of the Code or announce that
it does not intend to make an offer for API. This deadline will
cease to apply if, before that time, a third party other than Urban
Logistics has announced a firm intention to make an offer for API
under Rule 2.7.
Each of API, CREI and Urban Logistics has
accepted this ruling.
14 March 2024