UPDATE 2-Forth Ports rejects shareholder bid as 'far short'

* Infrastructure investor consortium makes 2 approaches

* Higher bid approach at 1,340 pence per share

* Forth ready to talk to shareholders after results (Recasts; adds offer details, background, Forth Ports comment)

LONDON, March 5 (Reuters) - Forth Ports FPT.L, Britain's only listed ports company, rejected an approach from a trio of shareholders as falling "far short," saying its ports had good growth prospects and its property could rebound in value.

The Northstream consortium, which includes infrastructure investors Arcus and the Peel Group, said in a statement after the market close on Friday it had approached the Scottish company in January with a 1,285 pence per share bid, later raised to 1,340p.

An offer at this level would value Forth Ports, which owns five ports on the Firth of Forth and Tilbury in London, at about 612 million pounds ($920 million) in total.

Including debt, it would value the company at about 14.5 times the 56 million pounds that UBS estimates it will earn before interest, tax, depreciation and amortisation for 2009.

Forth Ports rejected the approach, refusing to enter discussions until its close period ends, after it publishes results on March 22.

"The board is of the unanimous view that these proposals fall far short of the value of Forth Ports," the company said in a subsequent statement on Friday.

Forth Ports, which also owns 400 acres of land for property development and most of Edinburgh waterfront, said it believed its property portfolio had the potential to increase significantly in value once markets recover.

Northstream said it had told the company earlier this week it may be prepared to up its price and meet with it after the results are released.

Forth Port said it was willing to talk to individual consortium members in their capacity as shareholders after March 22.

"The consortium has invested significant time and effort in developing the indicative offer, and in arranging the necessary finance," said Northstream, adding that it was aiming for a constructive dialogue and recommended deal.

The Northstream consortium already owns 27.4 percent of Forth Ports shares.

The majority is held by an unlisted fund managed by Arcus Infrastructure Partners, founded in July 2009 from a management buyout of Babcock & Brown's European infrastructure business [ID:nLN219656].

The Peel Group, whose assets include the Trafford shopping centre and the BBC's future home, MediaCity, in Manchester, owns 3.5 percent of Forth Ports.

The third consortium member is RREEF, part of Deutsche Bank's Asset Management division, which has 0.5 percent in the company.

Commerzbank is financial adviser to Forth Ports and Investec is corporate broker. JPMorgan Cazenove is advising the bidding group, a person familiar with the matter said.

Forth Ports shares closed at 1,117 pence, ahead of the statement.

(Reporting by Rosalba O'Brien, Lorraine Turner and Quentin Webb; Editing by Richard Chang) ($1=.6652 Pound)