TMR Capital (PTC) Limited (“TMR”), with a shareholding in Northwest Healthcare Properties REIT (“Northwest”), believes, in its opinion, that the board of Northwest (the “Board”) should consider its recommendations for strategy aimed at returning value to shareholders, which TMR has communicated to the Board as listed below:
TMR Capital (PTC) Limited (“TMR”), with a shareholding in Assura plc (“Assura”, the “Company”), believes, in its opinion, that the board of Assura (the “Board”) should reconsider its recommendation for the shareholders of Assura to accept the Primary Health Properties plc (“Primary”) offer and either renegotiate its offer, or recommend the offer from Sana Bidco Limited (“Sana”) given the reduction in Primary’s share price.
At current levels, the Primary offer is now lower than the Sana offer, involves far more shares vs cash received and uncertainty post-merger as regards CMA approval/requirements and excessive debt levels in the combined entity.
TMR is of the opinion that the merged entity may well require a capital increase in addition to asset dispositions in order to bring debt back to acceptable “REIT” levels.
TMR has communicated this to the Board and its advisors.
TMR Capital (PTC) Limited (“TMR”) notes the Restaurant Group Limited (the “Company”) announcement of October 12, 2023, and the sale of the Company at 65 p/share subject to any approvals required, including shareholder approval.
TMR believes the sale figure significantly undervalues the Company. We believe, in our opinion, that, on a present value basis, the Company’s value exceeds 80 p/share. TMR believes the Company should sell the pub portfolio and all other non-core assets to pay down debt, reduce overhead costs significantly, and focus on Wagamama as outlined in our press release dated 27 July 2023.
TMR Capital (PTC) Limited (“TMR”) has communicated to NorthWest HealthCare REIT (the “REIT”) its non-binding expression of interest to purchase the REIT’s UK portfolio along with partner(s). TMR is a BVI incorporated company specialising in investing in undervalued companies which it believes need to be repositioned, as well as in investing in joint ventures in real estate backed properties. It and its partners have specific knowledge of the UK healthcare sector, including certain assets owned by the REIT.
TMR is an existing minority unitholder in the REIT.
TMR Capital (PTC) Limited (“TMR”), with a 1.75% shareholding in The Restaurant Group plc (“TRG”, the “Company”), believes, in its opinion, the non‑core assets of the group should be sold, namely the pubs division (the “Pubs”), the leisure division (“Leisure”) and the concessions division (“Concessions”).
TMR estimates that the sale of the Pubs and Leisure, based on its analysis and opinion, should enable a full pay down of TRG’s debt.
In addition, once the above has been achieved, TMR believes, in its opinion, that overheads outside of Wagamama, which it estimates to be no less than £25 mn., based on its analysis of the Company prior to the Wagamama acquisition, can on the whole be eliminated.
TMR therefore believes, in its opinion, that within c. 12 months of such events, the Company will have liberated in excess of c. £30 million in cashflow, or c. 4p per share. TMR has asked for the Company to comment on the above analysis, but it has declined to do so.
This available cashflow, in TMR’s opinion, should be used for:
We note that the Company has agreed to review/revisit its remuneration‑related resolutions that were passed at the AGM dated May 23, 2023, and in parallel, that it is willing to consider disposal offers that are in the best interests of shareholders. TMR believes this to be a positive step forward.