Santa Anita Cos. Assails Unsolicited Bid
In the latest salvo in the bidding war for control of the Santa Anita Cos., executives at the famed racetrack operator on Sunday reaffirmed a deal with a Los Angeles-based firm, saying a rival bid was incomplete.
Santa Anita said it will need more information to evaluate a bid made in early October from a group that includes Apollo Advisors in New York, led by former Drexel Burnham Lambert dealmaker Leon Black and Newport Beach real estate mogul Donald M. Koll. The unsolicited offer called for Koll Arcadia Investors to buy 55% of Santa Anita in a complex deal valued at $180 million.
“If Apollo/Koll is making a firm, clear proposal they should do so,” said Robert Siegfried, a spokesman for Santa Anita. “There is insufficient information here. This is just a nonstarter.”
If Koll Arcadia provides more details to Morgan Stanley & Co., the investment bank advising Santa Anita, discussions could start, Santa Anita executives said. In the meantime, Santa Anita said it is preparing a proxy statement to be sent to stockholders for approval of an earlier proposal from Colony Capital Inc., a Los Angeles-based real estate firm whose chief executive is also a Santa Anita director.
Santa Anita Chairman William C. Baker sent a letter to Koll Arcadia on Sunday detailing specific concerns, such as where the group would get financing to pay an upfront cash dividend of $14 a share, and whether such a dividend would be tax-free.
In a statement Sunday, Koll Arcadia called the Colony deal “an insider transaction” being done without regard to shareholders interests. Koll Arcadia said additional information was never requested before, and that Santa Anita did not respond to requests for a meeting.
Koll Arcadia said it “remains committed” to its offer and “stands ready” to discuss its offer with Santa Anita.
The bidding war between the two firms for control of the Arcadia-based horse racing and real estate concern has been spurred in part by Santa Anita’s effort to boost its lackluster performance of recent years.
Colony has proposed to buy 45% of Santa Anita over the next two years for $138 million, or $15 a share. Major Santa Anita investors have criticized the Colony deal as too low.
Santa Anita Cos. is actually two companies whose stocks are paired on the New York Stock Exchange. The two entities are Santa Anita Operating Co., which runs the landmark racetrack in Arcadia, and Santa Anita Realty Enterprises, which owns the track and surrounding land in addition to other real estate holdings.
