In-Cap went public with its move today after making a confidential approach earlier this month to Countryside.
It said: “On 26 May 2022, In-Cap was notified by Countryside that the Company would not engage with In-Cap or provide access to due diligence materials. This represents the second attempt made by In-Cap to engage with the Board of Countryside over the last two months.
“The In-Cap team believes that Countryside shareholders deserve the opportunity to decide on the merits of any offer, and that if an approach is made in good faith, the Countryside Board should act in the interests of its shareholders by engaging with the potential offeror and not deny its shareholders this opportunity.”
In-Cap is offering 295p per share compared to Friday’s closing price of 239p.
Countryside’s share price rose 25% to 300p on the takeover news in early trading.
In-Cap currently owns 45.8m shares of Countryside – representing approximately 9.2% of the company.
Jeffrey Ubben, the Founder and Managing Partner of In-Cap, said: “Countryside looks to regenerate areas, and through its mixed-tenure approach supports communities, by developing and building affordable homes for rent and for sale next to higher priced private homes.
“In working with land owners, housing associations and government authorities, Countryside seeks to address an acute need for high quality affordable housing in the UK. We believe Countryside’s success is linked to this need and also will be the source of future growth.
“In-Cap was founded to support businesses which generate positive impact on the environment and society.
“We believe Countryside is meeting a critical societal need and as a holder of approximately 9% of the issued share capital of Countryside, In-Cap believes Countryside is best positioned to serve this role and to succeed as a private company under ownership of investors with a long-term investment approach.”
Countryside dismissed the offer saying it did not “reflect the opportunity for shareholder value creation taking into account Countryside’s differentiated market position and attractive business model.”
It added: “Countryside shareholders are strongly advised to take no action in relation to the approach from Inclusive Capital.”