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Latest UK builder M&A may yet have completion date

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The author is a Reuters Breakingviews columnist. The opinions expressed are her own. Updates to add graphic.

By Yawen Chen

LONDON, June 14 (Reuters Breakingviews) -UK housebuilders’ consolidation trend is encountering some bumps in the road. While tougher times for the sector have seen the likes of Barratt Developments BDEV.L and Redrow RDW.L couple up, Crest Nicholson CRST.L on Friday said it had spurned a 650 million pound ($828 million) approach from 3 billion pound domestic rival Bellway BWY.L in May. That may not be the end of the story, though.

On the face of it, Crest has grounds to say no. Based off Bellway’s closing share price on Thursday, the all-share offer implies Crest is worth 253 pence a share – only a 19% premium to its own undisturbed level, whereas Barratt’s Redrow deal sported a 27% premium. Crest’s new chief executive poached from rival Persimmon PSN.L, Martyn Clark, has just started and may not want to sell out for less than the value of Crest’s net assets. And the company reckons that following a one-off 30 million pound charge related to poorly estimated development costs it is back on the straight and narrow.

Still, that charge was the fifth time in less than a year that Crest had unpleasantly surprised investors, and it has slashed its forecast adjusted pre-tax profit range. Even if antitrust authorities are probing Barratt’s Redrow deal, consolidation makes sense for Crest in particular and UK builders in general. Previously chunky returns on capital employed have slumped to single-digit levels, hampered by cost inflation and a housing market wrestling with higher interest rates that make it harder for buyers to take the plunge.

Bellway, whose own trading update last week was more upbeat, has scope to offer more. Recent sector deals have elicited synergies worth 3% to 4% of sales, Peel Hunt analysts reckon, which would amount to around 25 million pounds with a Crest deal. Taxed and capitalised, they could be worth around 190 million pounds in today’s money, more than the premium the suitor is offering.

The catch is that Crest’s latest profit warning implies Bellway should offer less, not more. Yet Crest shareholders may require only a nominal hike to play ball. And with a potential Labour government keen on cutting through UK planning constraints, Crest’s southeast England-focused operations may enjoy a revenue bump. If Bellway’s own investors agree, then a deal that looks stalled may yet happen.

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British homebuilder Crest Nicholson said on June 14 rival Bellway’s revised and unsolicited 650 million pound ($828 million) all-share takeover offer “significantly undervalued” the group.

Bellway on June 13 made public a revised bid it had proposed on May 7, which valued Crest at 253 pence a share. The rejected proposal implied Crest Nicholson’s shareholders would own approximately 17.1% of the combined entity.

Earlier on June 13, Crest warned its annual adjusted pre-tax profit would drop by at least a third to be in the range of 22 million pounds to 29 million pounds, hurt by working through lower-margin sites and hit by a one-off cost.

An earlier offer was rejected in April, Crest said in a statement.

Martyn Clark takes over Crest as CEO from June 14.

As of 1121 GMT on June 14, Crest shares were trading at 2.36 pounds, up 10.4%. Bellway shares were trading at 25.96 pounds, down 4.5%.

Graphic: Crest Nicholson shares have lagged UK peers https://reut.rs/3yZ6V6O

Editing by George Hay and Oliver Taslic


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