Pinnacle Investment Management Group Limited made an offer to acquire all of the shares in Hunter Hall International Limited from Peter Hall and others for AUD 65.3 million.
January 22, 2017
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Pinnacle Investment Management Group Limited (ASX:PNI) made an offer to acquire all of the shares in Hunter Hall International Limited (ASX:HHL) from Peter Hall and others for AUD 40.8 million on January 23, 2017. Pinnacle Investment Management Group Limited will acquire 27.2 million shares for AUD 1.5 per share. The consideration will be funded from the existing cash reserves (including the proceeds of the announced AUD 30.0 million placement) of Pinnacle Investment Management Group Limited and a debt facility with Commonwealth Bank. Pinnacle Investment Management Group Limited expects to lodge a bidder’s statement on January 30, 2017. If Pinnacle Investment Management Group Limited receives acceptances for shares representing greater than 50% of the issued capital of Hunter Hall International Limited, and subject to certain additional conditions being satisfied, Pinnacle Investment Management Group Limited will increase their offer to AUD 2.00 per share. The independent board committee, in conjunction with its advisors, will undertake a detailed review of the Pinnacle Takeover Offer as well as continue to assess all other strategic alternatives available to the Company.
As of January 30, 2017 the bidder’s statement has been filed. As of February 1, 2017, target's statement has been filed. Hunter Hall International Limited identified Pinnacle Investment Management Group Limited offer as superior to Washington H. Soul Pattinson and Company Limited offer. As of February 10, 2017, Washington H. Soul Pattinson and Company Limited (ASX:SOL) made an revised offer to acquire remaining 80.01% stake Hunter Hall International Limited (ASX:HHL) from Peter Hall and others for AUD 21.8 million. The revised offer per share is AUD 1.6 per share.
Offer price for Hunter Hall International Limited is increased to AUD 2 per share from AUD 1.6 per share on February 13, 2017. As of February 14, 2017 the offer price is revised to AUD 2.2 per share subject to Pinnacle Investment Management Group Limited (ASX:PNI) acquiring relevant interest in at least 24% of the Hunter Hall International Limited shares on issue before offer closes. On February 17, 2017, the Board of Directors of Hunter Hall International Limited recommends the shareholders to reject the offer. As of February 20, 2017 the offer price is revised to AUD 2.4 per share subject to Pinnacle Investment Management Group Limited acquiring a relevant interest in at least 24% of the Hunter Hall International Limited shares on issue before offer closes on March 15, 2017. As of February 27, 2017, the Independent Directors of Hunter Hall International Limited recommended to reject the revised offer as it undervalues the HHL shares.
John Williamson-Noble, Tim Gordon, Beth Jeffers, Lucy Hall and James Hunn of Gilbert + Tobin acted as legal advisors for Pinnacle Investment Management Group Limited. Blackpeak Capital Pty Ltd. acted as a financial advisor for Pinnacle Investment Management Group Limited. K&L Gates acted as legal advisor and Moelis & Company Australia Pty Limited acted as financial advisor for Hunter Hall International Limited.
Pinnacle Investment Management Group Limited is an Australia-based multi-affiliate investment company. The Company is focused on growing a diverse family of investment management firms (Affiliates). Along with holding equity interests in its Affiliates, the Company provides seed funding, global institutional and retail distribution, and industrial grade middle office and infrastructure services. The Company also provides non-investment services to its Affiliates. Its Affiliates product suite provides a variety of investment options across asset classes, including a range of managed funds, actively managed exchange traded funds (Active ETFs), listed investment companies/trusts (LICs/LITs), collective investment trusts (CITs), undertakings for the collective investment in transferable securities (UCITS), Delaware and Cayman funds. Its Affiliates include Spheria Australian Microcap Fund, Hyperion Small Growth Companies Fund, MCP Real Estate Debt Fund and Hyperion Broad Cap Composite.
Pinnacle Investment Management Group Limited made an offer to acquire all of the shares in Hunter Hall International Limited from Peter Hall and others for AUD 65.3 million.