Frasers Centrepoint Trust's placement, preferential offering priced at bottom end

FRASERS Centrepoint Trust's (FCT) private placement has closed about 2.8 times subscribed and priced at the bottom end of the range, with the upsize option not exercised.

It raised gross proceeds of S$575 million at an issue price of S$2.35 per new unit, the real estate investment trust's (Reit) manager said in a bourse filing on Tuesday before market open.

The issue price represents a 6.6 per cent discount to the volume-weighted average price (VWAP) of S$2.5171 based on all trades in FCT units on Sept 25 up to the time the underwriting agreement was signed on Sept 28.

For illustrative purposes only, the issue price is at a 4.9 per cent discount to the adjusted VWAP of S$2.4723 per unit, which subtracts the aggregate distribution of about 4.485 Singapore cents per unit.

The indicative price range for the private placement had stood at S$2.35 to S$2.435 per new unit. There was also an upsize option to issue additional units, which would have increased the placement's total gross proceeds to around S$675 million.

The placement "drew strong demand from new and existing institutional and other accredited investors", said the manager on Tuesday.

The manager on Monday afternoon announced an equity fundraising comprising the private placement and a non-renounceable preferential offering.

For the preferential offering, the issue price was likewise fixed at the low end of its range, at S$2.34 per new unit. This is at a 7 per cent discount to the VWAP and, for illustrative purposes, a 5.3 per cent discount to the adjusted VWAP.

The indicative price range had been S$2.34 to S$2.42 per unit for the offering.

On Tuesday, the manager said the preferential offering is expected to raise about S$759.7 million.

About 324.6 million new units will be issued, based on 290 preferential offering units for every 1,000 existing units held as at 5pm on Oct 6.

In addition, some 244.7 million new units will be issued under the private placement.


In connection with the private placement, the manager plans to declare - in respect of the existing FCT units - a cumulative distribution for the period from April 1, 2020 to the date immediately before the new units are issued under the placement. The private placement units are expected to be issued on or around Oct 7.

Also, the manager will declare a distribution of the Reit's distributable income that was earlier retained for the periods from Oct 1, 2019 to Dec 31, 2019 and from Jan 1, 2020 to March 31, 2020.

The aggregate distribution is thus estimated to be 4.485 Singapore cents per existing unit. This is made up of the cumulative distribution of about 2.804 cents and the retained distribution of about 1.681 cents.

The manager said it will announce the actual quantum of the aggregate distribution in due course.

Assuming the preferential offering is fully subscribed, the equity fundraising's gross proceeds will total about S$1.33 billion. This will comprise more than 45 per cent of FCT's present market capitalisation, said Richard Ng, chief executive officer of the Reit manager.

About 76.3 per cent or S$1.02 billion of the gross proceeds will finance FCT's acquisition of the rest of AsiaRetail Fund, while some 21.3 per cent or S$284.9 million will go into paring down existing debts.

FCT units closed at S$2.52 on Friday, before the manager called for a trading halt on Monday morning. The manager on Tuesday requested to lift the halt.


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