MinterEllison advising Wee Hur on part sale of PBSA Master Trust

2 minute read 25.05.2022

MinterEllison is advising Perpetual (Asia) Limited as trustee for Wee Hur PBSA Master Trust (PBSA Master Trust) on the proposed sale of a 49.9% stake in the PBSA Master Trust to a global institutional investor (Investor). The transaction is due to be completed over a number of settlement stages.

The selling unitholders include Wee Hur Holdings Ltd. (WHH), a Singaporean listed retail investment fund. WHH is selling approximately 9.9% of its units and will continue to hold the remaining 50.1% of units to be the Investor's joint venture partner in the fund following completion of the transaction.

PBSA Master Trust indirectly owns a portfolio of four operational and three developing Australian purpose-built student accommodation assets (comprising an aggregate of 5,662 beds) in Sydney, Melbourne, Brisbane, Adelaide and Canberra. The portfolio is managed and to be operated by a wholly owned subsidiary of WHH, Wee Hur Capital Pte. Ltd. The transaction values the entire portfolio at ~A$1.14 billion once built.

“The sale represents the global, long term confidence in Australia's student housing prospects and other emerging assets. With international students once again being welcomed following the COVID-19 lockdowns, it represents the market's optimism that this sector will re-emerge strongly," said MinterEllison partner, Wissam Abwi, who led the transaction.

On completion of the transaction, the Investor will acquire 49.9% of the units in PBSA Master Trust, comprising 9.9% of WHH's unitholding and the 40% aggregate unitholding of the other exiting investors, for a purchase price of approximately A$568 million. Completion of the transaction is dependent on stabilisation of the developing assets (settlement of which must occur by 31 December 2025), subject to a number of conditions precedent, including a minimum aggregate occupancy rate of 60% across the operational portfolio, WHH shareholder approval and other regulatory approvals.

“We were delighted to support Wee Hur in this complex, cross-border transaction, which brings together MinterEllison team members across various specialties and states,” said Mr Abwi.

MinterEllison, as lead counsel, advised Wee Hur on all Australian legal aspects of the proposed transaction. It will continue to advise Wee Hur as the parties approach completion of the transaction, and stabilisation and settlement of the development portfolio.

Mr Abwi was supported by Hannah Dixon (Senior Associate, Melbourne) who helped lead the transaction, with support from Philippa Symon (Associate, Melbourne) and James Mullins (Lawyer, Melbourne).