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Beskrivning
| Land | Sverige |
|---|---|
| Sektor | Fastigheter |
| Industri | Förvaltning |
Tre Kronor Property Investment AB (publ) ("Tre Kronor" or "the Company") intends to complete the first major acquisition of grocery properties in Sweden since the Company was created and listed on Nasdaq First North last year. In connection with this, Tre Kronor will conduct a directed new share issue towards the general public of no more than SEK 350 million ("the Issue").
The Company has signed a conditional agreement to acquire 50 properties, with 43 food stores, in Sweden at an underlying property value of SEK 903 million ("the GSS Portfolio"). The transaction, which is conditional upon completion of the Issue and that the Company receives proceeds amounting to at least SEK 325 million before transaction costs, will take place through company acquisitions. The acquisition is intended to be funded through the Issue and new bank debt.
Tre Kronor's earnings power is strengthened through the acquisition. After acquisition of the GSS Portfolio, Tre Kronor's earnings power (profit from property management before tax) is calculated to approximately SEK 80 million or a minimum of SEK 9.3 per share, which corresponds to approximately SEK 9.7 per share after adjustment for cash to projects in existing stock. Following the Company's initial acquisitions in October 2017 the corresponding calculated earnings power was SEK 31 million or SEK 8.8 per share.
The acquisition, which is conditional upon completion of the Issue, is expected to improve the conditions for Tre Kronor to create shareholder value and strengthens Tre Kronor's ability to pay dividends. Following the acquisition, Tre Kronor's shareholder's equity will amount to approximately SEK 1,000 million which creates the conditions for a more attractive liquid share.
The Issue
The Issue aims to enable expansion of the Company's operations and to finance the acquisition of the GSS Portfolio. The motive for the directed new issue towards the general public is to ensure that Tre Kronor is capitalised to be able to carry out the acquisition. The purpose of the decision on a directed new issue with deviation from shareholders' pre-emptive rights is primarily to utilise the opportunity to raise capital for growth at attractive terms, at limited cost and in short time, thereby furthering Tre Kronor's ability to create additional value for all shareholders.
The subscription price has been decided by the board of directors at SEK 107 per share, which corresponds to a discount of approximately 4.3 percent compared to the volume adjusted closing price of the Company's share on Nasdaq First North during ninety (90) trading days from 16 May 2018 until 20 September 2018.
Tre Kronor has decided, as authorised by the general meeting of shareholders, to conduct a directed issue for cash towards the general public not exceeding SEK 350 million. In total, no more than 3,271,029 shares will be issued within the framework of the Issue, which means a dilution for existing shareholders in Tre Kronor of 38.1 percent.
Schedule (indicative)
- 27 September Publishing of the prospectus
- 27 September Start of subscription period
- 18 October End of subscription period
- On or around 24 October Announcement of the final result of the Issue
The acquisitions
The GSS Portfolio consists of 50 properties with 43 food stores, mainly in southern and central Sweden, which overlap well with Tre Kronor's existing properties. Systembolaget is today the largest tenant, and after the acquisition ICA will be the single largest tenant.
All properties are being acquired in company form through acquisition of all shares in AEVS Grocery Stores Sweden AB, a company that prior to the acquisition was managed by Brunswick Real Estate. In total, eight companies will be acquired, with each company owning one or more properties. The shares are being acquired at a preliminary purchase price of SEK 47 million based on an agreed underlying value of the properties, before deductions for deferred tax and technical deficiencies, of SEK 903 million. In addition to paying the purchase price for the shares, Tre Kronor will settle the companies' group and bank debts totalling a preliminary amount of SEK 715 million.
After the acquisition, the total property value in Tre Kronor is calculated to amount to just over SEK 2,308 million.
The acquisition is being funded through the Issue to the public not exceeding SEK 350 million before deduction of issue costs and the entering into new credit facilities of SEK 541.5 million. The purchase price for the shares will be paid on the date of transfer, 7 November 2018.
Through this acquisition, the Company's total leasable area is expanded by 68,787 square metres. The calculated net operating income increases through the acquisition from approximately SEK 87 million to approximately SEK 137 million annually. The calculated profit from property management before tax increases from approximately SEK 51 million to approximately SEK 80 million annually.
Advisors
Catella Bank S.A. is joint bookrunner together with ABG Sundal Collier AB. DNB Bank ASA filial Sverige is the issuing agent. Catella Corporate Finance Stockholm AB is financial advisor and Advokatfirman Glimstedt Stockholm KB is legal advisor to Tre Kronor in connection with the Issue. Catella Property Asset Management AB conducts commercial and technical management for Tre Kronor.
For further information, please contact:
Michael Johansson, Chief Executive Officer, Telephone +46 8 463 33 10, michael.johansson@3krproperty.se
Tre Kronor Property Investment AB is required to disclose this information under the EU Market Abuse Regulation. The information was provided by the above contact person for publication on 21 September 2018 at 08.20 CET.
The following documents can be retrieved from beQuoted
Tre Kronor Property Investment Pressrelease 2018-09-21 Eng.pdf
Important information
The information contained in this press release does not constitute an offer to acquire, subscribe for, or otherwise trade in shares, subscription rights, or other securities in Tre Kronor Property Investment AB (publ) ("Tre Kronor") in any jurisdiction, either from Tre Kronor Property Investment AB (publ), Catella Bank S.A. or any other party.
The information contained in this press release is not intended to, and may not, be made public, published or distributed, directly or indirectly, in the United States, Australia, Hong Kong, Japan, Canada, Singapore, New Zealand or South Africa, or any other jurisdiction were such publication or distribution would be unlawful or require measures other than those required under Swedish law. The recipient of this press release is responsible for using this press release and information contained herein in accordance with the applicable rules in each jurisdiction.
In a member state of the European Economic Area ("EEA") which has implemented Directive 2003/71/EU in its current wording (together with any implementation measures in the member state, the "Prospectus Directive"), this press release is only directed to investors in such EEA member state who fulfil the criteria for exemptions from the obligation to prepare a prospectus, including qualified investors, as set forth in the Prospectus Directive as implemented in each such member state.
This press release neither constitutes, nor will constitute, a part of an offer or an encouragement to purchase or subscribe for securities in the United States. Securities mentioned herein may not be offered for sale, or sold, in the United States without registration or an exemption from registration under the US Securities Act of 1933 in its current wording ("Securities Act"). Tre Kronor does not intend to register any part of the offer of securities in the United States or carry out an offer of securities to the general public in the United States.
This press release, and other material regarding the securities mentioned herein, is distributed and directed solely to (i) persons who are located outside of the United Kingdom of Great Britain and Northern Ireland; or (ii) professional investors as covered by Article 19 (5) of the British Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (iii) companies with high net assets and other individuals to whom this press release can be lawfully directed, who are covered by Article 49(2) (a) - (d) of the Order (all such persons in (i), (ii) and (iii) above are jointly referred to as "relevant persons"). The securities are only available to, and any invitation, offer or agreement to subscribe for, purchase, or otherwise acquire the securities mentioned here is only made to, relevant persons. Persons who are not relevant persons may not act, or rely, on this press release or any part of its content.
Tre Kronor Property Investment AB (publ) is a property company focusing on well-established properties with a high proportion of food and social services in Sweden and Norway. The company's shares have been listed on Nasdaq Stockholm First North since 10 November 2017 and are traded under "3KR" ticker symbol. The company's Certified Adviser is FNCA Sweden AB.