Construction giant CIMIC won't be lifting its full takeover offer for residential property developer Devine.
CIMIC, formerly known as Leighton Holdings, on Thursday declared its offer of 75 cents per share for Devine as final.
"There will be no extension in the offer, and the offer will not be increased," CIMIC said.
CIMIC said if investors wish to accept the offer, they must do so by 7pm on December 29.
CIMIC held a stake in Devine of nearly 50.63 per cent when it offered to acquire the 49.37 per cent that it did not already own, on November 10.
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At 75 cents per share, Devine is valued at $119 million.
CIMIC said when it made the offer that a profit downgrade by Devine and a rapid deterioration in its performance had compelled CIMIC, as Devine's major shareholder, to take decisive action to ensure that the value of Devine is protected.
CIMIC said it wanted to reconstitute the Devine board, review Devine's business and appoint a new chief executive.
Devine subsequently received an indicative, non-binding takeover proposal of 90 cents per Devine share from global real estate investment firm Forum Partners.
Forum acknowledged that its proposal would need the support of CIMIC, but that support was not forthcoming. Devine therefore ceased talks with Forum over the proposal.
On December 9, CIMIC announced that it had entered into a bid implementation agreement with Devine to acquire the outstanding 49.37 per cent stake in Devine, at 75 cents per share.
Devine's independent board members recommended that Devine shareholders accept the offer.
CIMIC also said it would lift its offer from 75 cents to to 81 cents if during the offer period, it obtained a relevant interest in Devine of at least 90 per cent.
If CIMIC did not reach that level of acceptances by the end of the offer period, Devine shareholders who had accepted the offer would receive only 75 cents for each Devine share.
On December 17, CIMIC said it had learned that Devine's second largest shareholder, Brazil Farming, which owns more than 15 per cent of Devine shares, would not sell its stake for less than 90 cents per share.
Consequently, CIMIC believed that the condition for the increase in the offer from 75 cents to 81 cents would not be met, and that accordingly the extra consideration would not be paid.
At December 21, CIMIC's stake in Devine was 52.98 per cent.
Shares in Devine were three cents lower at 75 cents at 1315 AEDT. CIMIC was 13 cents higher at $23.65.
