Frasers Centrepoint Trust Secures Full Ownership of Northpoint City South Wing in S\$1.13 Billion Deal: What Investors Need to Know

Key Highlights

• Major Acquisition: Frasers Centrepoint Trust (FCT) has completed the acquisition of 100% interest in North Gem Trust and its trustee-manager, resulting in full ownership of the Northpoint City South Wing retail mall in Singapore.
• Transaction Value: The agreed property value for Northpoint City South Wing is S\$1,133.0 million, based on the average of two independent valuations.
• Purchase Consideration: FCT paid approximately S\$375.2 million in cash for the acquisition, subject to completion adjustments.
• Strategic Implications: This move consolidates FCT’s control over a key retail asset, potentially enhancing its earnings profile and solidifying its position in the Singapore retail REIT space.

Deal Structure and Details

The acquisition was announced in March 2025 and completed in May 2025. Prior to the transaction, North Gem Trust, which owns Northpoint City South Wing, was equally owned by FCL Amber Pte. Ltd. (a Frasers Property subsidiary) and Bright Bloom Capital Limited (a TCC Group subsidiary). The trustee-manager, Frasers Property North Gem Trustee Pte. Ltd., was wholly owned by Frasers Property Limited, the sponsor of FCT.

The acquisition involved three agreements:

• A unit purchase agreement with FCL Amber Pte. Ltd. for 50% of NG Trust units.
• A unit purchase agreement with Bright Bloom Capital Limited for the remaining 50% of NG Trust units.
• A share purchase agreement with Frasers Property Limited for the trustee-manager.

Upon completion, FCT owns 100% of both NG Trust and its trustee-manager, granting it full control over the Northpoint City South Wing retail asset.

Valuation and Purchase Consideration

The property was valued independently by Colliers International Consultancy & Valuation (Singapore) Pte Ltd at S\$1,146.0 million and by Savills Valuation and Professional Services (S) Pte Ltd at S\$1,120.0 million as of 31 December 2024. The agreed property value was set at the average, S\$1,133.0 million.

The total purchase consideration paid by FCT was approximately S\$375.2 million in cash, subject to final completion adjustments, and was calculated as the sum of:

• 50% of adjusted net asset value of NG Trust (FCL Amber’s share): ~S\$187.6 million
• 50% of adjusted net asset value of NG Trust (Bright Bloom’s share): ~S\$187.6 million
• Net asset value of the NG Trustee-Manager: ~S\$0.03 million

The acquisition price was determined using the management accounts of NG Trust and the trustee-manager as at completion.

Shareholder Considerations and Potential Price Sensitivity

This transaction is significant for FCT’s portfolio and could have material implications for its share price:

• Portfolio Strengthening: Full ownership of Northpoint City South Wing, a major retail asset in Singapore, is likely to enhance FCT’s rental income and overall earnings profile.
• Valuation Impact: The acquisition price and agreed property value were supported by independent valuations, adding credibility and transparency to the transaction.
• Financial Impact: The use of cash for the acquisition, and any associated changes in gearing or funding, could affect dividend payouts, distribution per unit (DPU), and overall capital structure.
• Related Party Transaction: As the acquisition involved entities related to FCT’s sponsor, transparency and fairness were observed through independent valuations and disclosures. Shareholders should pay attention to any updates on potential conflicts of interest or governance practices.
• Market Position: The deal consolidates FCT’s position as a leading retail REIT in Singapore, potentially improving investor confidence and unit liquidity.

Investors should also note the cautionary statements on forward-looking risks, including economic conditions, interest rates, competition, and government policies.

Other Important Information

• The interests of directors and controlling unitholders in these transactions have been disclosed in the original acquisition announcement.
• This announcement does not constitute an offer to sell or a solicitation to buy any securities and is not for release in certain jurisdictions, including the U.S., EEA, UK, Canada, Japan, or Australia.
• Investors are reminded that the units in FCT are subject to investment risk and past performance is not indicative of future results.

Contact and Further Information

Investors seeking more information may contact Frasers Centrepoint Asset Management Ltd. at +65 6277 2657 or [email protected].

Disclaimer

This article is for informational purposes only and should not be construed as financial, investment, business, legal, or tax advice. Investors should consult their own independent professional advisers. Neither the author nor Frasers Centrepoint Trust, its manager, or affiliates accept any liability for any loss arising from reliance on this article. Past performance is not indicative of future results. This article does not constitute an offer or solicitation in any jurisdiction.

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