Whitehall launches counter-bid for Tecla, Berenice funds

Goldman Sachs' Whitehall funds are launching a counter-bid to take over the Tecla and Berenice office funds, which already received an offer from Gamma RE, a joint venture between Pirelli RE and Morgan Stanley. Whitehall is offering EUR 650 for the quotas of each fund, which compares to the EUR 590 and EUR 540 offered by Gamma RE for Tecla and Berenice respectively. Whitehall Funds' bid, which is to be made through the special purpose vehicle Zwinger Opco 6, represents a 10% premium over the Gamma RE offer for Tecla and a 20% premium over the Gamma RE offer for Berenice.

The offers are for just over 550,000 quotas of Tecla, or about 88% of the total quotas issued, and for over 548,000 quotas of the Berenice fund, or about 95% of the total quotas issued. Pirelli RE, manager of both funds, owns the remaining 5% of Berenice's quotas, as well as a 2% of Tecla. Gamma RE's offer, which ran from 11 June to 2 July, is aimed at delisting the funds from the MTF segment of the Italian Stock Exchange, and subsequently transfer them to a new company that could reportedly seek a listing in Amsterdam. Gamma RE already owns a 10% of the quotas issued by Tecla closed-end fund. Gamma RE's offer represented a premium of about 12% and 14% respectively, for the average trading price of shares in Tecla and Berenice over the past 12 months.

Whitehall's move is aimed at creating an investment platform through which Whitehall will team up with Italy's Unione Generale Immobiliare (UGI) to look for new investment opportunities in the Italian real estate market. Under the plan, UGI will also own a stake in the Berenice and Tecla funds alongside Whitehall's investment vehicle. Whitehall offer's acceptance period will be agreed with Italy's stock market Borsa Italiana, but it is expected that this will run between July and the first half of August. Should the Whitehall offer qualify as competing, investors that have already turned their quotas over to the Gamma RE offer will still be able to switch to Whitehall. BNP Paribas and MPS Finance Banca Mobiliare will act as coordinators, while Goldman Sachs International will act as exclusive financial adviser to Whitehall.