Global reinsurer SCOR is set to increase its majority stake in MRM by acquiring a 15.9% share from Altarea, bringing its total ownership to approximately 72.5%.
This move will consolidate SCOR’s influence over MRM and potentially lead to a full takeover.
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SCOR’s acquisition is a step towards direct management of its retail real estate portfolio, providing the company with enhanced flexibility in asset valuation and arbitration.
Following the acquisition, SCOR has expressed its intention to extend a cash offer to the remaining minority shareholders of MRM.
SCOR said that a simplified public tender offer is to be filed, which may culminate in a squeeze-out and delisting of MRM shares by the end of this year.
This move is currently pending approval by the Autorité des marchés financiers (AMF).
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By GlobalDataThe proposed offer price is set at €35.4 ($39.4) per MRM share, based on the estimated net asset value as of 30 June 2024.
This valuation signifies a substantial premium over the current share price.
Altarea, the second-largest institutional shareholder in MRM since 2022, has agreed to sell its entire stake to the reinsurer.
The completion of this over-the-counter block purchase is imminent, with no conditions precedent, and will result in SCOR’s increased shareholding in MRM to 72.48% of the capital and voting rights.
Concurrently, Altarea has resigned from MRM’s board of directors.
This acquisition will lead to the loss of MRM’s status as a listed real estate investment company under the French REIT regime, prompting SCOR to propose a public tender offer for the remaining MRM shares.
The offer will proceed without regulatory approvals or other conditions and will be funded through SCOR’s available cash reserves.
The potential squeeze-out, which is contingent on reaching a specific legal threshold, is projected to offer a price that is 133% above the average weighted share price of the past 60 trading days and 144% over the closing price on 25 September 2024.
This offer values MRM at €113.7m ($127m) for the entire share capital.
