Australian data centre operator NextDC has launched a bid to acquire Asia Pacific Data Centre (APDC) following a year-long battle for the ownership of APDC.
Publicly-listed NextDC, which currently holds 29.2 per cent of APDC, told shareholders today of its proposal to an all-cash acquisition of the remaining 70.8 per cent stake for $2 per share plus special distribution of $0.02 per security.
The overall value of the acquisition will be approximately $200 million, which will include the 70.8 per cent stake, repayment of ADPC's debt, plus restructuring costs.
APDC, which owns three of NextDC’s data centre sites, will have until 26 November for its shareholders to agree to the company’s offer. According to an announcement on the ASX, 360 Capital Group, which holds a 67.3 per cent stake in APDC, intends to accept NextDC’s proposal.
The announcement also stated that NextDC would be in a position to proceed with a compulsory acquisition with 360 Capital Group’s acceptance “given it will own greater than 90 per cent of the APDC securities”.
The three data centres in question were said to have been valued at $261 million by an independent party in June this year, $19 million lower than APDC's recent asking price for a prospective sale.
“Completing this acquisition is in line with our longer-term strategy to own more of our data centre properties," NextDC CEO Craig Scroggie said. "This will provide the Company greater flexibility in its capital structure as the company continues to build out its significant pipeline of data centre developments.”
The bid follows a year-long battle for NextDC to regain ownership of the sites where three of its data centres are located after moves last year by 360 Capital Group to buy up a controlling stake of the property group.
In July last year, NextDC subsequently made a multi-million dollar bid to wrest back ownership of Asia Pacific Data Centre Group after 360 Capital Group’s overtures.
On 9 October last year, NextDC submitted an application to the Takeover Panels against the 360 Capital Group’s bid to buy out Asia Pacific Data Centre Group. The data centre operator wanted to get its hands on all the APDC shares that had been acquired by 360 Capital over the space of several months.
After the Takeovers Panel decided not to intervene in the matter, 360 Capital Group quietly bought up a greater shareholding of the data centre property group, attaining 65.52 per cent of the voting rights in the company, as at 15 November 2017.
NextDC subsequently told shareholders it was concerned over the governance track record of the 360 Capital Group, which now controls the property investment group, with “limited true independent controls”.
Regardless, under the de facto control of 360 Capital Group, Asia Pacific Data Centre Group later embarked on what it called a global sales campaign for the sale of its three data centre properties for a target price of around $300 million.
The company said on 14 February it had entered into a 21-day exclusive due diligence period with the “preferred party” to purchase the entire portfolio of data centres owned by the APDC Trust.
However, following a
disagreement over access to the centres by valuers and prospective purchasers,
APDC launched a legal case with
the NSW Supreme Court which was later dismissed.