AV Jennings (ASX:AVJ) announces an unsolicited and non-binding indicative offer from Proprium Capital Partners and AVID Property Group. The objective is to acquire all outstanding shares of AVJennings through an all-cash offer of $0.67 per share. The offer will be executed through a scheme of arrangement and represents an effective premium of 103% to AVJennings’ closing stock price of $0.33 on November 27, 2024.

In addition, AVID proposed to allow AVJennings stockholders to receive a fully franked special dividend of up to $0.06 per share. This distribution allows eligible shareholders to benefit from additional franking credits, but the cash consideration under this plan is adjusted by the amount of the distribution.

The proposal follows extensive discussions and negotiations since AVID first approached AVJennings with a non-binding preliminary proposal on August 2, 2024.

AVJennings is one of Australia’s leading residential property developers, specializing in the development and sale of affordable homes and land throughout Australia and New Zealand. The company has a long history of delivering quality housing projects to first-time homebuyers, families and investors. AVID Property Group, owned by Proprium Capital Partners, is one of Australia’s largest private residential developers with a diversified portfolio of master-planned communities, apartments and land.

Proprium Capital Partners manages approximately $4 billion in assets worldwide.

This proposal is subject to several conditions, including: Completion of due diligence for verification by AVID. AVID Board of Directors Approval. Negotiation and conclusion of Scheme Implementation Agreements (SIAs). Obtain regulatory approval from the Australian Foreign Investment Review Board (FIRB) and the New Zealand Overseas Investment Office (OIO). Court and Stockholder Approval.

AV Jennings’ Board of Directors entered into an exclusive agreement with AVID, giving bidders exclusive rights to conduct due diligence until January 31, 2025. The Board of Directors has indicated that it intends to recommend the proposal to shareholders if the conditions are met and an independent expert concludes the proposal. It is in the best interest of shareholders.

The board emphasized that no action is required from shareholders at this time and further updates will be provided if there are developments.

AV Jennings hired Barrenjoey as financial advisor and Allens as legal advisor.

The stock price rose 87.88% to 62 cents on the news.