Why Is LDR Assets Offering $0.70 Cash to Take Over Elanor Commercial Property Fund?

LDR Assets Pty Ltd has initiated an off-market takeover bid for all stapled securities in the Elanor Commercial Property Fund (ECF), offering $0.70 cash per security, representing a premium over recent trading prices and net tangible asset backing. The offer opens on 11 September 2025 and is set to close on 13 October 2025.

  • Offer price of $0.70 cash per ECF stapled security
  • Represents premium to ECF’s recent trading prices and net tangible asset backing
  • LDR Assets holds 27.9% stake in ECF prior to offer
  • Bidder intends to review management, capital structure, and potentially delist ECF
  • Offer subject only to no prescribed occurrences during offer period
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LDR Assets Launches Takeover Bid

LDR Assets Pty Ltd, acting as trustee for the LDR Assets Trust and controlled by the Lederer Family Office, has formally launched an off-market takeover bid for all stapled securities in the Elanor Commercial Property Fund (ASX, ECF). The offer price is set at $0.70 cash per stapled security, which comprises units in both ECF I and ECF II. This offer represents a premium over ECF’s recent trading prices and net tangible asset backing (NTA), aiming to provide securityholders with a compelling exit opportunity.

The offer opened on 11 September 2025 and is scheduled to close at 7, 00pm Sydney time on 13 October 2025, unless extended or withdrawn. LDR Assets currently holds a 27.9% interest in ECF, positioning it as a significant shareholder with potential to gain control.

Premium Offer Reflects Concerns Over ECF’s Performance

The $0.70 offer price represents a 1.9% premium to ECF’s NTA as at 30 June 2025 and a 5.3% premium to the closing price prior to the announcement. It also exceeds the volume weighted average prices over the past 1, 3, 6, and 12 months, and is notably above the price of ECF’s recent equity raising in October 2024.

LDR Assets highlights several concerns underpinning the bid, including a 17.7% decline in ECF’s NTA over FY2025, a drop in portfolio occupancy rates, and a 10% fall in funds from operations. Additionally, the responsible entity, Elanor Funds Management Limited (EFM), is part of the Elanor Investors Group, which recently reported significant financial distress, including a 74% drop in its own NTA and ongoing solvency risks. These factors have raised questions about ECF’s future performance and management stability.

Bidder’s Strategic Intentions and Governance Plans

Should the takeover bid succeed, LDR Assets intends to conduct a comprehensive review of ECF’s operations, assets, and capital structure. The bidder has signaled plans to potentially replace the current responsible entity and investment manager, both subsidiaries of Elanor Group, with independent parties. Evolution Trustees Limited has been identified as a prospective independent responsible entity, offering a significantly lower management fee than the current arrangement.

Furthermore, if LDR Assets acquires 90% or more of ECF securities, it intends to compulsorily acquire remaining securities and may seek to delist ECF from the ASX. This would mark a significant shift in ECF’s structure, potentially transforming it into a private real estate investment trust under the Lederer Family Office’s control.

Funding and Offer Conditions

The offer is fully funded through internal cash reserves and a loan facility provided by the Lederer Family Office, with up to $300 million earmarked for the acquisition. The offer is not subject to any financing conditions but is conditional on no prescribed occurrences, such as significant corporate actions by ECF, occurring during the offer period.

LDR Assets encourages ECF securityholders to accept the offer to realise value with certainty and avoid exposure to the risks associated with ECF’s current financial and operational challenges. The bidder also notes the low likelihood of competing proposals, given its substantial existing stake.

Investor Considerations and Next Steps

Securityholders are advised to carefully review the replacement bidder’s statement and seek independent financial advice before deciding. The offer includes no brokerage or stamp duty costs for accepting securityholders, enhancing its attractiveness. The outcome of this bid will have significant implications for ECF’s governance, capital management, and market listing status.

Bottom Line?

As the offer period unfolds, investors will watch closely whether LDR Assets can consolidate control and reshape ECF’s future amid ongoing financial uncertainties.

Questions in the middle?

  • Will Elanor Funds Management Limited respond with a competing proposal or countermeasures?
  • How will the potential replacement of the responsible entity and investment manager impact ECF’s operations and distributions?
  • What are the implications for minority securityholders if ECF is delisted following compulsory acquisition?