ESR (01821) announced that, as part of the ARA transaction, the company acquires 86.4% indirect equity interest in LOGOS Property Group Limited (LOGOS) and the remaining 13.6% LOGOS equity (LOGOS founder's equity) is held by three LOGOS founders (Mr. Stephen Hawkins, Mr. John Edward Marsh, and Mr. Trent Alexander Iliffe). In addition, LOGOS founders have entered into a revised shareholder agreement with ARA LV and LOGOS (including) on August 4, 2021. Accordingly, on the day three years after the completion of the ARA transaction or shortly thereafter (3rd anniversary) (i.e. January 20, 2025 or later), the Company will purchase LOGOS founder's equity at a fair market price (if not purchased before the 3rd anniversary).
ESR (01821) announced that, as part of the ARA transaction, the company acquired 86.4% indirect equity interest in LOGOS Property Group Limited (LOGOS), while the remaining 13.6% interest in LOGOS (LOGOS founder's equity) is held by three LOGOS founders (Mr. Stephen Hawkins, Mr. John Edward Marsh, and Mr. Trent Alexander Iliffe). In addition, LOGOS founders have signed a revised shareholder agreement with ARA LV and LOGOS (including) on August 4, 2021. Under this agreement, the company will purchase LOGOS founder's equity at a fair market price (if not purchased before the 3rd anniversary) on the day three years after the completion of the ARA transaction or shortly thereafter (3rd anniversary) (i.e. January 20, 2025 or later).
As for the LOGOS founder's integration and acquisition based on the revised LOGOS shareholder agreement:
On May 31, 2024, due to Mr. Stephen Hawkins resigning from the group, the company (through its subsidiary ARA LV) signed an SH share purchase agreement to acquire all LOGOS shares held by Mr. Stephen Hawkins (1.31% of the total issued shares of LOGOS) for a cash consideration of USD 9 million. The acquisition was completed on June 20, 2024.
On July 25, 2024, the company signed separate JM and TI share purchase agreements with Mr. John Edward Marsh and Mr. Trent Alexander Iliffe (including), respectively. Under these agreements, the company agrees to purchase (through its subsidiary), and Mr. John Edward Marsh and Mr. Trent Alexander Iliffe respectively agree to sell directly or indirectly their LOGOS founder's equity. The consideration for Mr. Trent Alexander Iliffe is in cash and for Mr. John Edward Marsh is in cash and credited fully paid for the issuance and issuance of new shares under the general authorization. In addition, all virtual units granted by LOGOS to Mr. John Edward Marsh and Mr. Trent Alexander Iliffe will be terminated upon completion.
After the LOGOS founder's integration and acquisition, LOGOS will become a wholly-owned subsidiary of ESR, which will allow the Group to fully integrate ESR and LOGOS' business in the Asia-Pacific region and is expected to bring many operational and economic benefits, including but not limited to increased market share in the main markets, broader capital and tenant relationships, market certainty for unified ESR business, and business simplification and synergies.