CBA AGREES BINDING TERMS TO INTERNALISE THE MANAGEMENT OF CFX
Commonwealth Bank of Australia (“CBA”) today announces that it has agreed binding terms and entered into an implementation agreement with Commonwealth Managed Investments Limited (“CMIL”) to internalise the management of CFS Retail Property Trust Group (“CFX”) and for CFX to acquire the integrated retail property asset management business and wholesale property funds management rights currently owned by CBA for cash consideration of $460 million1 (“the Internalisation”).
CBA notes that the Independent Directors of CMIL unanimously recommend the lnternalisation, in the absence of a superior proposal and subject to an Independent Expert’s Report concluding that the Internalisation is fair and reasonable for, and in the best interests of, CFX securityholders other than CBA and its associates.
CBA currently has a proprietary securityholding of approximately 286 million securities in CFX. CBA undertakes, in the absence of corporate activity in CFX (which activity does not include the Internalisation), not to sell more than half of its proprietary securityholding in CFX during the period from the date of this announcement through to 1 January 2015. CBA reserves the right not to sell any securities in CFX during that time. This undertaking does not affect any CFX securities that CBA holds or controls on a non-proprietary basis.
Completion of the transaction is subject to a number of conditions, including CFX securityholder approval.
1CFX will also acquire net assets of the business for additional consideration of $15m.
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