BH Macro has announced that it proposes to make a tender offer to acquire up to 25% of the issued shares of each share class of the company. The company says that it is making the tender offer in order to provide shareholders with an opportunity for more liquidity than is offered by on-market purchases by the company of its own shares. They also say that the tender offer should also offer potential enhancements to the company’s net asset value for shareholders who remain invested in the company following its implementation. The company says that details and the full terms of the tender offer will be included in a circular to shareholders expected to be posted later in April 2016 and that the tender offer will be subject to shareholder approval and other customary conditions. The circular will also include a notice of extraordinary general meeting to be held in May for the purpose of approving the tender offer.
The company says that, in light of the tender offer, it is suspending the ability for shareholders to convert their shares from one class to another, in respect of the April and May 2016 share conversion dates. However, conversions received in respect of the March 2016 share conversion date will be processed as normal.
The company says that the tender offer is to be priced on the basis of the 31 May 2016 net asset values with the proceeds expected to be paid, to validly tendering shareholders, in early July 2016. The company says that it anticipates that the Tender Offer will be priced so that tendering shareholders may choose to tender their shares for repurchase at one or more incremental tender prices. The lowest tender price will represent a discount of 8% to the net asset value per share of the relevant class of shares on 31 May 2016 (the “Base Tender Price”). The highest tender price will represent a discount of 4% to the net asset value per share of the relevant class of shares on 31 May 2016 (the “Maximum Tender Price”). Between the Base Tender Price and the Maximum Tender Price, the tender price Increments increase in three steps, at a discount to the relevant net asset value of 7%, 6% and 5%. Successful tenders will be determined starting with tenders made for the Base Tender Price. Shareholders will have successful tenders settled at the Tender Price Increment at which such tenders are submitted.
BH Macro announces 25% tender offer and temporary suspension of conversions : BHMG, BHME, BHMU