Primary Health Properties Renews Merger Push with Assura Amid Financial Risk Concerns

Deal News | Jun 13, 2025 | EIN

Primary Health Properties Renews Merger Push with Assura Amid Financial Risk Concerns

The article discusses Primary Health Properties' (PHP) renewed effort to merge with Assura Plc, dismissing the financial concerns raised by Assura's board. PHP argues the merger offers strategic benefits and shareholder value, despite Assura's endorsement of a competing cash offer from Sana Bidco. PHP emphasizes the long-term value and improved financing structure, addressing Assura's concerns over leverage and refinancing risk. The proposition includes a substantial acquisition facility to secure debt maturities and a dividend sweetener. PHP aims to reassure shareholders of its experience in public mergers and negate execution risks, also estimating regulatory clearance without formal conditions. The company highlights its outperforming history and appeals to Assura's board and shareholders for cooperation and reconsideration of its proposal.

Sectors

  • Real Estate Investment Trusts (REIT)
  • Healthcare Real Estate

Geography

  • United Kingdom – Both companies involved in the merger, PHP and Assura, are based in the UK and are listed on the London Stock Exchange.

Industry

  • Real Estate Investment Trusts (REIT) – PHP specializes in acquiring, developing, and managing healthcare facilities, which falls under REIT.
  • Healthcare Real Estate – The merger involves primary care real estate groups, emphasizing properties linked to healthcare services.

Financials

  • 1.225 billion – Acquisition facility proposed by PHP to secure near-term debt maturities and maintain liquidity until 2027.
  • 103 pence per PHP share – PHP's closing share price used to propose a merger value to Assura's shareholders.
  • 0.84 pence per Assura share – Proposed special dividend by Assura that PHP agrees not to reduce from the offer value.

Participants

NameRoleTypeDescription
Primary Health Properties (PHP)Bidding CompanyCompanyA UK-based REIT focused on healthcare facilities, pushing for a merger with Assura.
Assura PlcTarget CompanyCompanyA UK-based primary care real estate group and the target of PHP's merger proposal.
Sana BidcoCompeting BidderCompanyA private equity firm that has made a competing cash offer for Assura.
Competition and Markets Authority (CMA)Regulatory BodyGovernmentThe UK regulatory authority with which PHP is engaging to discuss pre-notification for merger clearance.
BarclaysLenderCompanyA lender to Assura providing financial backing, expected to offer further waivers post-merger.