Bill Ackman’s Pershing Square tender blocked by Dutch authorities – the tender offer for $300m worth of Pershing Square Holding’s publicly traded shares announced on 2 January 2018 will not proceed. The company says that the Dutch Authority for Financial Markets’ ( Autoriteit Financiële Markten , “AFM”) interpretation of certain applicable rules regarding the proposed tender offer make the tender offer not feasible in Pershing Square’s view.
The board now intends that Pershing Square Holdings should conduct a tender offer to purchase up to an aggregate amount of $300 million of its publicly traded shares itself. This would be structured as a Dutch auction which is priced at a discount to the prevailing net asset value per public share, with the specific terms being detailed in a tender document to be issued in due course.
The tender will be subject to applicable shareholder approvals, including a vote to remove the current 4.99% shareholder ownership limit, which will be sought at the company’s upcoming Annual General Meeting on 24 April 2018. They expect that the tender would be launched shortly following the AGM and would be financed from existing cash.
Anne Farlow, chairman commented: “We believe that a tender offer made directly by the company is now appropriate in order to address the continuing imbalance between supply and demand for the public shares. In addition, we believe that the tender offer is a good use of available cash given the expected NAV accretion and in light of the current trading prices of PSH’s underlying investments.”
Bill Ackman, CEO of the manager, and other affiliates of the manager, have indicated they intend to vote in favour of the tender and the removal of the ownership limitation.
PSH : Bill Ackman’s Pershing Square tender blocked by Dutch authorities