ROC Partners Pty Limited made a non-binding proposal to acquire Vitalharvest Freehold Trust (ASX:VTH) for approximately AUD 200 million on February 25, 2021. Pursuant to the terms of the transaction, ROC Partners Pty Limited will pay AUD 1.08 per share. The transaction will be carried out on all cash consideration basis. As of March 17, 2021, ROC Partners Pty increased bid price to AUD 1.1 per share. As on April 8, 2021, ROC Partners Pty Limited increased bid price to AUD 1.16 per share. As on April 15, 2021, ROC Partners Pty Limited increased bid price to AUD 1.18 per share after the competing bid price increased to AUD 1.16 per share on April 14, 2021. As on April 22, 2021, ROC Partners Pty Limited increased bid price to AUD 1.19 per share bringing the total consideration to AUD 220 million and followed receipt late on April 22 2021 of a further modified offer from Roc for AUD 1.23 per share and bringing the total consideration to AUD 227 million . As on April 23, 2021, ROC Partners Pty Limited increased bid price to AUD 1.24 per share and bringing the total consideration to AUD 230 million. On April 30, 2021, ROC Partners Pty Limited increased bid price to AUD 1.25 per share and bringing the total consideration to AUD 231 million. On May 10, 2021, ROC Partners Pty Limited increased bid price to AUD 1.27 per share and bringing the total consideration to AUD 235 million. On May 10, 2021, ROC Partners Pty Limited increased bid price to AUD 1.29 per share. On June 8, 2021, ROC Partners Pty Limited increased bid price to AUD 1.33 per unit and bringing the total consideration to AUD 246 million. ROC Partners Pty Limited has received a Commitment Letter and Credit Approved Terms from its debt financiers (Rabobank and CBA) for the purposes of supporting this Proposal. Equity funding for the balance of the costs of the Proposal will be provided from undrawn equity commitments from existing ROC Partners Pty Limited investors and via the Roc Agri+ Infrastructure Fund (‘RAIF’), which is in the final stages of completing an equity commitment from one of Australia’s largest superannuation funds. It is proposed that equity commitments will be formally documented prior to the submission of any Binding Proposal. As on March 1, 2021, VTH RE has requested further information from ROC, including in relation to the funding of its proposal. The unitholder meeting to consider, and if thought fit to approve, the existing proposal by Macquarie Agricultural Funds Management Limited as trustee for the Macquarie Agriculture Fund – Crop Australia 2 (MAFM) to acquire the units or assets of VTH is scheduled for Thursday 4, March 2021 will be postponed to a date to be determined. ROC Partners Pty Limited confirms that it will not need Foreign Investment Review Board or Australian Competition and Consumer Commission approval to implement this Proposal, and no external approvals are required for ROC Partners Pty Limited to submit a Binding Proposal. As of March 22, 2021, the Vitalharvest Freehold Trust board unanimously recommended to vote in favor of the transaction to its unit holders. The unit holders meeting will be held on April 16, 2021. As of April 1, 2021, VTH RE makes this determination, Macquarie Agricultural Funds Management Limited will have a 5 Business Day period to match the ROC Partners Pty Limited proposal. If MAFM does not provide a matching proposal in this 5 Business Day period, VTH RE could enter into a legally binding agreement with ROC Partners Pty Limited to give effect to the ROC Partners Pty Limited proposal. On April 6, 2021, VHT board determined that ROC proposal was superior to MAFM proposal. As on April 15, 2021, VTH Board has not determined the revised offer price is a superior proposal. ROC offer contains condition requiring termination of deed with MAFM. VTH board gives 5 days to MAFM to further give revised offer and MAFM have revised offer to AUD 1.12 per share. VAFM is assessing the offer. Kidder Williams Limited acted as financial advisor, whereas Kain Corporate and Commercial Lawyers acted as legal advisor to ROC Partners Pty Limited. King & Wood Mallesons, Australia Branch aced as legal advisor to Vitalharvest Freehold Trust. ROC Partners Pty Limited cancelled the acquisition of Vitalharvest Freehold Trust (ASX:VTH) on June 11, 2021. The transaction was terminate because Vitalharvest Freehold Trust accepted the proposal from Macquarie Agricultural Funds Management Limited.