TIDMSPDI
RNS Number : 7553K
Secure Property Dev & Inv PLC
18 December 2018
Secure Property Development & Investment PLC/ Index: AIM /
Epic: SPDI / Sector: Real Estate
Secure Property Development & Investment PLC ('SPDI' or 'the
Company')
Enters Implementation Agreement for Sale of Assets to Arcona
Property Fund N.V.
Highlights
-- Sale of Non-Greek assets at a deemed EUR29.25 million
valuation - 95% premium to SPDI's total current market
capitalisation
-- SPDI to receive c.2.1 million shares in and a further c. 0.5m
warrants over Arcona Property Fund N.V. an Amsterdam-listed company
focused on commercial property in Central Europe
(www.arconapropertyfund.com)
-- Provides SPDI shareholders with exposure to dividend-paying
fund with a diversified portfolio of income producing properties in
various Central East European countries, valued after closing at
ca. EUR161 million -
-- SPDI to retain prime logistics property in Athens 100% let to Kuehne & Nagel
-- Sale is in line with objective to build a leading dividend
paying property company focused on south Eastern European
markets
Secure Property Development & Investment PLC, the AIM-quoted
South Eastern European focused property company, is pleased to
announce it has entered into a conditional implementation agreement
('the Agreement') for the sale of its property portfolio, excluding
its Greek logistics properties ('the Non-Greek Portfolio'), in an
all-share transaction ('the Transaction') to Arcona Property Fund
N.V. ('Arcona'). The Transaction values SPDI's Non-Greek Portfolio
at EUR29.25 million (based on a net asset value of EUR13.98 per
Arcona share), a 95% premium to the entire market capitalisation of
the Company based on the last closing share price of its Ordinary
Shares. Arcona is an Amsterdam-listed company that invests in
commercial property in Central Europe. The transaction is subject
to, among other things, asset and tax due diligence (including
third party asset valuations) and regulatory approvals (including
the approval of a prospectus required in connection with the
issuance and admission to listing of the new Arcona shares) as well
as successful negotiating and signature of transaction documents.
If successful, SPDI and Arcona expect to close the transaction
during Q1 2019.
Arcona's purchase of the portfolio is to be settled through the
issuance of 2,102,804 new shares in Arcona (the "Consideration
Shares") and the transfer of existing senior debt over the related
properties totalling c.EUR30 million. The new shares will be listed
both in Euronext Amsterdam and the Prague Stock Exchange and are
expected to be distributed to existing shareholders of SPDI
pro-rata to their shareholding in SPDI shares. As a result of the
issuance of the Consideration Shares, the total number of Arcona
shares in issue will increase to 5,267,953. The Arcona share price
has been between EUR7 and EUR7.2 over the last 30 days.
Additionally, an earn-out component has been proposed as part of
the transaction and would result in warrants over a further circa
506,830 Arcona shares being issued to SPDI shareholders. These
warrants would be exercisable at no cost if the Arcona share price
reaches EUR8.60 within five years of completion of the
Transaction.
The Transaction values SPDI's Non-Greek Portfolio at EUR29.25
million, a 95% premium to the entire market capitalisation of the
Company based on the closing share price of GBP0.105 for the
Company's ordinary shares on 17 December 2018. Details of the
Non-Greek portfolio can be found in the Company's half-year report
2018 and in the Annual Report 2017.
As at 31 December 2017, the net asset value of the Non-Greek
Portfolio was EUR35.8 million and, for the year ended 31 December
2017, the rental income of the portfolio assets in which SPDI owned
more than 50% was EUR1.91 million.
Arcona is a company listed on the Euronext Amsterdam and the
Prague Stock Exchange (Burza cenných papír Praha) (ISIN-code
NL0006311706) that invests in commercial property in Central Europe
and is focused on high-yielding regional office and retail
investments, and its diversified portfolio currently includes 14
assets in the Czech Republic and Slovakia and 12 in Poland with a
total value of approximately EUR94.8 million. Arcona has informed
the Company that following completion of the Transaction it intends
to retain and enhance SPDI's income-producing commercial properties
in Romania which comprise approximately 45% of SPDI's portfolio.
These include the headquarters of Danone Romania and ANCOM, the
Romanian Telecoms Authority. In parallel, SPDI's ongoing disposal
programme for its residential and land assets in Romania, Bulgaria
and Ukraine will be continued. SPDI will retain the Victini (ex
GED) Logistics centre in Athens, Greece, 100% let to Kuehne &
Nagel, the German transportation and logistics company, and which
during the last financial year generated annualised net operating
income of c. EUR1.45 million.
The local teams of SPDI will be integrated into Arcona Capital
Fund Management B.V. (Arcona Property Fund's manager) and
representatives of SPDI will be proposed for appointment to the
Supervisory Board of Arcona for at least one third of its
membership.
Lambros Anagnostopoulos, Chief Executive Officer of SPDI,
said:
"By combining our complimentary asset portfolios in this
all-share transaction, we are creating a significant European
Property company which will benefit the shareholders of both listed
entities. For our shareholders, we gain exposure to a Property Fund
listed in Amsterdam which as a result of the deal will increase in
size from EUR94.8 million to EUR161 million and its Net Asset Value
from EUR41.9 million to EUR78 million, and which is generating
substantial cash and issuing dividends to its shareholders. With
this in mind we will be working hard with the Arcona team to
finalise the deal with a view to completing the transaction in Q1
2019. I look forward to providing further updates as soon as
practical."
Michael Beys, Chairman of the Board of SPDI, said:
"This is a transformational and value-generating event for
SPDI's shareholders. In previous releases we have spoken of the
huge disconnect that has opened up between the underlying value of
our assets and our market valuation. The value of the Transaction,
which covers just our non-Greek assets, demonstrates just by how
much our EUR14 million market valuation has lagged the value of our
portfolio. Even more so when the EUR4.9 million NAV assigned to our
Victini (ex GED) Logistics centre, in Athens Greece, which is 100%
let to Kuehne & Nagel, is added. By joining forces with a
well-managed cash generating property company present in Central
Eastern Europe, we take a major step closer to achieving the
critical size necessary for the company to flourish, and providing
our shareholders the opportunity to be part of such a growth and
success story."
For further information on Arcona, please visit
www.arconacapital.com.
* * ENDS * *
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014
For further information please visit www.secure-property.eu or
contact:
Lambros Anagnostopoulos SPDI Tel: +357 22 030783
Rory Murphy Strand Hanson Limited Tel: +44 (0) 20 7409 3494
Ritchie Balmer
Jack Botros
Jon Belliss Novum Securities Limited Tel: +44 (0) 207 399 9400
Lottie Wadham St Brides Partners Ltd Tel: +44 (0) 20 7236 1177
Frank Buhagiar
Notes to Editors
Secure Property Development and Investment plc is an AIM listed
property development and investment company focused on the South
East European markets. The Company's strategy is focused on
generating healthy investment returns principally derived from: the
operation of income generating commercial properties and capital
appreciation through investment in high yield real estate assets.
The Company is focused primarily on commercial and industrial
property in populous locations with blue chip tenants on long term
rental contracts. The Company's senior management consists of a
team of executives that possess extensive experience in managing
real estate companies both in the private and the publicly listed
sector, in various European countries.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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