Proxy advisory says ALog-ESR deal process 'questionable', recommends voting against merger

Jude Chan

Published Mon, Jan 17, 2022 · 03:45 PM

PROXY advisory firm Institutional Shareholder Services (ISS) has recommended that unitholders of Ara Logos Logistics Trust (ALog Trust) K2LU vote against the merger with ESR-Reit J91U a : J91U 0%t an extraordinary general meeting (EGM) to be held on Jan 27.

ESR-Reit and ALog Trust had in October 2021 proposed to merge in a S$1.4 billion deal.

"From a process perspective this related party deal is questionable, as ALog Trust is not controlled and could have, if seeking an exit or increase in size, shopped around for alternative transactions. Instead, the independent committee was satisfied with negotiating one-on-one with the ESR-Reit manager," ISS said in the report.

"A robust sale process would offer comfort to unitholders that alternatives were evaluated and deemed inferior, but the available disclosure appears to indicate exclusive negotiations …