The Board of Asia Pacific Data Centre Limited (APDC), APDC Limited has agreed terms and exchanged non binding letters with the preferred purchaser for the sale of the Portfolio.
The portfolio comprises 3 data centres located in Sydney, Melbourne and Perth all leased to NEXTDC Limited. The agreed price of $280 million equates to a 5.0% initial yield and, a premium of $67.2 million or 31.6% to the last independent valuation.
Based on the offer, the NTA for the trust would be equal to $2.20 per security. 360 Capital which took control of most of the unit in the trust (but not enough to seize control) acquired their 67% interest for an average price of $1.84 per security. The sale price therefore represents a 19.5% premium.
NEXTDC is the tenant of each of the data centres and, under the leases, if APDC Trust proposes to sell the data centres, it must first offer them to NEXTDC on specified terms, including as to price. If NEXTDC does not accept the offer within 20 business days of receiving APDC Trust's offer, for the next 180 days APDC Trust may sell the data centres to a third party on terms no more favourable than those set out in its offer to NEXTDC.
NextDC were offered the opportunity to acquire the portfolio prior to the formal process, but declined to do so.
APDC will now finalise contracts with the preferred purchaser and will issue NEXTDC with a first right of refusal notice to purchase the entire portfolio of APDC data centres for $280 million as soon as possible. NEXTDC will have 20 business days in which to exercise their first right of refusal and if they do not, APDC Trust is free to sell the portfolio for $280 million or more.
If the sale of the main undertaking is approved by securitholders, AJD will also put a resolution to securityholders to windup AJD as soon as possible after completion of the sale and distribute the net windup proceeds to securityholders