tix, page-5

Deja, the share buying is definitely TPG's response to whatever (whoever) is lowering TIX's takeover offer through share price suppression (and I'm rarely a conspiracy theorist).

KPMG estimates that TIX is acquiring ANI at a 10% premium to it NTA, which benefits ANI holders in the short run (both groups benefit eventually). However, a few things stand out in ANI's documents yesterday that deserve attention:

1. ANI's "independent" board seems to oppose KPMG's advice. In its explanatory statement rejecting TIX's latest offer and meeting vote, ANI says the foreign bidder cash offer is "more attractive" (pg. 1 of explanatory statement), yet KPMG concludes that the cash offer in its current form "does not represent a superior offer" to the TIX offer (pg. 10), and that the TIX offer is fair and reasonable.

2. Even if the cash offer removes some of its restrictions (which the Sth African group might do by 9 Oct), ANI's board does not mention risks or costs that remain in the cash offer; notably, the lack of capital gains rollover, the loss of potential capital gains from a larger combined entity,the loss of one of only two dedicated industrial REITs on the ASX, and so on (two of these were discussed in the KPMG report and are also explained in TIX's offer).

3. ANI's recommendation to shareholders mentions only some of KPMG's decision evaluation criteria with clear emphasis on the negative issues. It also includes factors (notably Fife's "demonstrated track record") that were given little or no attention or support in the KPMG report (KPMG mainly noted on pg 13 that the type of funds management will change, not worsen, under TIX).

4. Fife seems to claim credit for ANI's share price, yet ANI's shares were much lower before the TIX offer relative to the AREIT index. Fife may have contributed to the current elevated sp (aside from pushing TIX for a higher offer), but even KPMG refers in a subtle way to the risk of ANI's sp falling if the TIX offer is rejected (see KPMG report, pp. 15-16).