Mindarie Investment Pte. Ltd. Closes Mandatory Unconditional Cash Offer for Alpha Integrated REIT

Key Highlights for Investors

• Mandatory Unconditional Cash Offer Closed: The offer to acquire all issued and outstanding units in Alpha Integrated Real Estate Investment Trust (AI-REIT), except those already owned by Mindarie Investment Pte. Ltd. (the “Offeror”) and its concert parties, has officially closed at 5.30 p.m. (Singapore time) on 24 February 2026.
• Level of Acceptances: As of the close, the Offeror received valid acceptances for 137,215,125 units, representing approximately 12.2% of the total issued units of AI-REIT.
• Offeror’s Holdings Before and After the Offer: Before the offer, the Offeror and its concert parties collectively owned, controlled, or had agreed to acquire 464,308,569 units, equivalent to about 41.27% of all issued units.
• Resultant Unitholding: After adding valid acceptances from the offer, the Offeror and its concert parties now own or control a total of 601,523,694 units, representing approximately 53.47% of the total issued units in AI-REIT.
• No Additional Acquisitions: Other than units acquired through the offer, there were no further acquisitions or agreements to acquire additional units post-announcement and up to the close of the offer.

Important Information for Shareholders

• Change in Control: With the Offeror and its concert parties now controlling a majority stake (over 53%), there could be significant implications for the management and future strategic direction of AI-REIT.
• Potential Share Price Impact: The shift in control to Mindarie Investment Pte. Ltd. may result in changes to the REIT’s policies, dividend distributions, or asset management approach. These factors can substantially affect unit prices, both in the short and long term.
• Offer Closed to New Acceptances: Unitholders who have not accepted the offer by the deadline will not be able to do so. Any acceptances received after 5.30 p.m. on 24 February 2026 will be rejected.
• Forward-Looking Statements: The announcement includes cautionary statements regarding forward-looking information, which may involve risks and uncertainties. Actual outcomes may differ materially from expectations.

Detailed Summary

United Overseas Bank Limited, acting as the financial adviser for Mindarie Investment Pte. Ltd., announced the close of a mandatory unconditional cash offer for all issued and outstanding units in Alpha Integrated Real Estate Investment Trust (AI-REIT), excluding those already owned, controlled, or agreed to be acquired by the Offeror and its concert parties.
The offer was a direct result of requirements under the Singapore Code on Take-overs and Mergers, and followed an earlier conditional offer announced on 23 December 2025. The offer became unconditional on 9 February 2026 and closed as scheduled on 24 February 2026.

As of the closing time, Mindarie Investment and its concert parties received valid acceptances for 137,215,125 units (12.2% of the total issued units), adding to their pre-existing stake of 464,308,569 units (41.27%). In total, their holding now stands at 601,523,694 units, which represents a controlling interest of 53.47% of all issued units in AI-REIT. This outcome effectively gives Mindarie Investment majority control over the REIT.

Importantly, there were no further acquisitions or agreements to acquire units by the Offeror or its concert parties after the offer was made, except those units tendered under the offer. This consolidation of control is a material development, and investors should monitor future announcements from Mindarie Investment and the REIT Manager for potential changes in corporate strategy, management, or distribution policy – all of which could influence unit prices.

The directors of Mindarie Investment Pte. Ltd. have affirmed the accuracy and fairness of the details in the announcement, and have taken responsibility for its contents. A hotline (+65 6539 7066) has been provided for further enquiries.

Conclusion

The closing of the mandatory unconditional cash offer and resulting majority stake acquisition by Mindarie Investment Pte. Ltd. is a significant event for all AI-REIT investors. The transfer of control may lead to strategic changes and could have a substantial impact on the future share price and direction of the REIT. Investors are strongly advised to stay alert for further communications from the Offeror and the REIT Manager.

Disclaimer: This article is for informational purposes only and does not constitute investment advice or a recommendation to buy or sell any securities. Investors should consult their own professional advisors and consider their personal circumstances before making any investment decisions. The article may contain forward-looking statements, which are subject to risks and uncertainties. Actual results may differ materially from those expressed or implied.

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