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Secure Property Development & Investment – Completes Acquisition of Income Producing Assets in Romania and Bulgaria – Operations Update and Admission of New Shares
Secure Property Development & Investment PLC, the AIM quoted property company focused on Emerging Europe, has issued an update on its operations including the completion of the acquisition of a mixed use real estate portfolio in Romania and Bulgaria, which raises the Company’s annualised net operating income to over €8 million.
The Acquisition, as previously announced on 21 May 2015, is in line with the Company’s strategy to grow its asset base and build a diversified portfolio of prime commercial real estate in East and Southeast Europe, which generates cash flow from blue chip tenants and offers substantial potential for capital growth.
Highlights
· Acquisition completed of a 24.35% interest in Delea Nuova, a Class A office building in a prime business location in Bucharest and a small portfolio of newly built income producing residential assets with total NAV of €18.6 million
· All share/warrant acquisition bolsters SPDI’s South East European property portfolio as well as its shareholder register with seasoned regional and global investors
· Total of four fully let income producing assets acquired in H1 2015 in Romania and Bulgaria – increased annually generated NOI to >€8 million
· Sold eight residential units in Romania in H1 2015, generating €414,000 of income
· New lettings in H1 2015 increased annualised income generated by residential portfolio up to ~€200,000
Lambros Anagnostopoulos, Chief Executive Officer of SPDI, commented: “Not only does this acquisition increase SPDI’s presence in the highly attractive property markets of Romania and Bulgaria in line with our commitment to diversify our income property asset base across the economies of South Eastern Europe, it also adds a number of key new shareholders to the register. The vendors’ decision to receive shares in settlement of the transaction is a vote of confidence in our strategy and future growth plan. It also allows us to retain our cash resources for future use, as we look to add to our portfolio of prime real estate let out to blue chip tenants on extended leases acquired at attractive yields. In the meantime, with Romanian GDP rebounding strongly, office building values on an upward trend and demand for residential property in Bucharest far outstripping supply, we expect the newly acquired assets to substantially contribute to the continued growth in the Company’s asset backing and value, while generating annual revenues for our shareholders.”
Update on Operations
During the first half of 2015 the Company has focused on generating income by acquiring income producing assets and by selling non core assets. More specifically in 2015 the Company has acquired four income producing assets, all fully let (three in Romania, two at 100%, one at 24%, and one in Bulgaria at 20%), bringing the annually generated NOI up to more than €8 million. In addition, the Company sold eight of its residential units held in Bucharest, Romania, generating €414.000 of income, which was used both to reduce debt at the project level and for operating expenses. In addition the Company has proceeded with a number of new lettings, bringing the annualised income generated by the letting of the residential portfolio up to ~€200,000.
Completion of Acquisition
The Acquisition portfolio consists of a 24.35% interest in Delea Nuova, a Class A office building in a prime business location in Bucharest. The building is fully let mainly to the telecommunications regulator of Romania. It produces an annualised net operating income of €1.9 million and has a gross leasable area of 10,280 square metres over ten floors. This includes underground parking and a small portfolio of newly built income producing residential assets, which are predominantly located on Grivita Lake in north Bucharest and on the slopes of Boyana in South Sofia, which generate an annualised income of €300,000. The Company intends to sell these to generate substantial near term cash for reinvestment. The Net Asset Value of the combined portfolio is €18.6 million.
In settlement of the Acquisition, SPDI has agreed to issue the vendors with 18,028,294 new ordinary shares in the Company, 18,028,294 warrants exercisable at a price of 10 pence per warrant within 45 days of completion of the acquisition, and 18,028,294 warrants exercisable at a price of 45 pence per warrant by 31 December 2016). As such, all vendors will become shareholders of the Company.
Related Party Transaction
The vendors of the Portfolio include: Ionian Equity Participations Limited, a substantial shareholder in the Company, holding in excess of 10% of the Company’s currently issued share capital; an entity in which Lambros Anagnostopoulos (a director of the Company and the CEO) has a majority stake; and Constantinos Bitros (the CFO of the Company) with stakes in the Portfolio of less than 20%, 4% and 1% respectively, and, as such, are entitled to receive [2,995,360], [716,014] and [98,010] new ordinary shares respectively as well as the same number of 10p warrants and 45p warrants.
As a result of the above, the acquisition of the Portfolio is a related party transaction under the AIM Rules for Companies. The Directors of the Company, other than Lambros Anagnostopoulos, having consulted with the Company’s nominated adviser, SP Angel Corporate Finance LLP, consider that the terms of the transaction are fair and reasonable insofar as SPDI’s shareholders are concerned.
In addition to the share interest mentioned above, Mr Anagnostopoulos and Mr Bitros are direct beneficiaries of 448,092 and 100,251 ordinary shares in the Company respectively.
Issue of New Ordinary Shares
Application has been made for the new ordinary shares to be admitted to trading on AIM (“Admission”) and it is expected that Admission will be effective tomorrow, 12 June2015. Following Admission, the Company will have a total of 75,690,096 ordinary shares in issue. The new ordinary shares will be credited as fully paid and will rank pari passu with the existing ordinary shares, including the right to receive all dividends and other distributions declared in respect of such shares after the date of their issue and are subject to a 12 month lock-in agreement. Approval for the issue of the new ordinary shares and of the warrants on a non-pre-emptive basis was obtained at the Annual General Meeting of the Company’s shareholders held on 31 December 2014.
