Luzon Group and Oren Halfon Acquire Control of Cohan Properties for $6.4 Million
Translated & summarized from Calcalist by baba
Luzon Energy and Entrepreneurship Group and Alpha Fences have completed the acquisition of control in Cohan Properties for $6.4 million from Dekama Finance. The deal involves the transfer of shares pledged as collateral for a loan to Michael Cohan, the company's former controlling shareholder. Cohan is contesting the transfer, citing irregularities and a disproportionate debt-to-asset ratio. The buyers, however, maintain the seller provided necessary representations regarding ownership and the validity of the transaction. Cohan Properties owns 35 commercial properties in the US valued at $736 million.
The story in 6 lines · by baba
- Luzon Energy and Alpha Fences are acquiring control of Cohan Properties for $6.4 million.
- The deal involves shares pledged as collateral for a $4 million loan to Michael Cohan.
- Michael Cohan is contesting the share transfer, citing irregularities and a disproportionate debt.
- Cohan Properties owns 35 US commercial properties valued at $736 million.
- Natanel Lorenz stated the deal benefits bondholders by bringing in a stable new owner.
- The shares are expected to transfer today, pending the resolution of Cohan's objections.
The acquisition of control in Cohan Properties has been finalized, with Luzon Energy and Entrepreneurship Group, controlled by Amos Luzon, and Alpha Fences, owned by Oren Halfon, purchasing the company's shares from Dekama Finance, controlled by Natanel Lorenz, for $6.4 million (approximately 19.5 million shekels). The shares, which were pledged to Lorenz as collateral for a loan to the company's controlling shareholder, Michael Cohan, are expected to be transferred to the buyers during the day. The deal's progress was reported yesterday. However, the completion of the transaction faces opposition from Cohan. His attorney, Lior Lahav, sent a letter to Luzon claiming the share transfer is irregular and flawed, potentially leading to its cancellation. The letter argues there is a significant disproportion between Cohan Properties' assets, valued at $736 million, and the approximately $4 million debt for which the pledge was exercised. It also claims the pledge was not disclosed to investors and that the Cohan board did not approve the share transfer. Additionally, the letter noted Lorenz's background, including a past enforcement settlement with the Securities Authority.
Luzon Group will acquire 60% of the shares for 11.7 million shekels, while Alpha Fences will purchase the remaining 40% for 7.8 million shekels. Halfon, who also owns the restaurant Kisu, served as the deal's initiator and mediator. The payment has already been transferred to Dekama Finance. Luzon Group's report indicated that a third party could acquire 20% of the shares, but Luzon's stake will not fall below 51%. In response to Cohan's claims, Luzon stated that the purchase agreement included representations from the seller regarding ownership, the validity of the pledge, their authority to enter the agreement, and the absence of known proceedings that could hinder the deal.
Natanel Lorenz commented that as a result of a defaulted loan agreement, they received the controlling shares in Cohan Properties, a move he believes will benefit bondholders who will now have a new controlling shareholder in Amos Luzon, whose group is known for its financial stability and will bring order to the company's operations. Lorenz, an Israeli businessman residing in the UK, had provided Cohan with a loan of about $4 million a little over a month ago, receiving a pledge on all his Cohan Properties shares in return. After Cohan defaulted on the loan, the pledge was exercised, and the shares transferred to Dekama Finance. Cohan had taken the loan after bondholders threatened to demand immediate repayment of the debt, following revelations that Cohan had withdrawn approximately $9 million from the company to repay other private loans. Cohan Properties owns 35 commercial properties across 19 US states, valued at about $736 million. Eight of these properties, worth $213 million, are pledged to the company's bondholders.
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