Share Issue/Capital Change • Feb 21, 2012
Share Issue/Capital Change
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Ad-hoc | 21 February 2012 18:06
alstria office REIT-AG: Acquisition of property portfolio and capital increase
alstria office REIT-AG / Key word(s): Capital Increase
21.02.2012 18:06
Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
Ad-hoc announcement §15 WpHG
Not for release, publication or distribution in the United States,
Australia, Canada or Japan
Acquisition of property portfolio and capital increase
alstria acquires portfolio of six buildings for EUR 95 m
Expected positive impact on revenues (EUR 8 m) and FFO (EUR 5 m)
Issuance of up to 7,170,362 new shares
Hamburg, February 21, 2012 - alstria office REIT-AG (symbol: AOX, ISIN:
DE000A0LD2U1), the leading German office REIT, announces the acquisition of
an office portfolio from a German fund.
Acquisition increases alstria's FFO by EUR 5 m p.a.
Pursuant to a purchase agreement dated February 16, 2012, alstria office
REIT-AG acquires an office property portfolio for a total consideration
(AIC) of approximately EUR 95 m. The six properties, located in the
metropolitan areas of Dusseldorf, Frankfurt and Hamburg, are generating a
passing rent of around EUR 8 m per annum and have a weighted average
unexpired lease term (WAULT) of 4 years. The portfolio, which includes the
German headquarters of L'Oréal and the Wehrhahn Center in Dusseldorf,
represents a total of around 71,500 sqm of office space and has a vacancy
rate of around 26%. The transaction was brokered by BNP Paribas Real
Estate.
In line with alstria's deleveraging plan, the transaction will be financed
at 50% LTV. While the corporate LTV as per December 31, 2011 stood at
56.4%, it will decrease post transaction to 55.9%. It is alstria's declared
objective to further reduce its corporate LTV to 50% and below by financing
new acquisitions with lower LTVs compared to the existing portfolio.
The favorable fundamentals of the transaction are expected to increase
alstria's funds from operations (FFO) by approximately EUR 5 m on a
full-year basis. The closing of the transaction, which is subject to
customary conditions precedents, is expected to take place within the
second quarter of 2012.
To fund the debt portion of the transaction, a European financial
institution will provide a senior unsecured bridge-loan of EUR 45 m. The
initial interest rate will be fixed at 6.5% and the maturity of the bridge
will be 3 years. In each of the second and third year, the interest rate
will increase by 50 basis points, respectively. While the bridge loan
highlights alstria's ability to tap alternative sources of financing and
provides certainty of execution for the current acquisition, it is
alstria's clear objective to replace this loan with regular mortgage
financing within this year.
Portfolio overview
Property City Total lettable Va- Annual net WAULT-
address area (sqm) ca- rent (EUR k) (years)
ncy
Wehrhahn-
Center Dusseldorf 22,000 26% 2,810 4.6
Georg-Glock-
Strasse 18 Dusseldorf 10,500 0% 1,720 5.0
Ivo-Beucker-
Strasse 43 Dusseldorf 7,900 0% 1,100 2.3
Stresemann-
allee 30 Frankfurt/M. 9,000 38% 960 3.1
Siemensstr- Frankfurt/
asse 9 Neu-Isenburg 9,600 34% 860 1.9
Bornbarch Hamburg/
2-12 Norderstedt 12,500 40% 580 6.8
Total 71,500 26% 8,030 4.1
Capital increase of up to 7,170,362 new shares
In order to fund the equity part of the transaction, alstria's management
board and supervisory board resolved today to issue up to 7,170,362 new
shares against cash contributions, thus increasing the company's nominal
share capital from EUR 71,703,625 by up to EUR 7,170,362 to up to EUR
78,873,987. The new shares will be issued under exclusion of the
subscription rights of shareholders and by using a portion of alstria's
authorised capital. The new shares are expected to be admitted for trading
in the regulated market of the Frankfurt Stock Exchange with a simultaneous
listing in the Prime Standard segment of the Frankfurt Stock Exchange. The
new shares will carry full dividend rights for the year 2011. The total
dividend, including the new shares, is covered by alstria's 2011 FFO, as
alstria will propose to increase the pay-out ratio. The new shares will be
offered to qualified institutional investors in Germany and abroad via an
accelerated bookbuilding process (US investors are included under Rule
144A).
The transaction is managed by Morgan Stanley Bank AG as Sole Bookrunner and
Commerzbank AG as Co-Bookrunner.
About alstria:
alstria office REIT-AG is an internally managed Real Estate Investment
Trust (REIT) focused solely on acquiring, owning and managing office real
estate in Germany. alstria was founded in January 2006 and was converted
into the first German REIT in October 2007. Its headquarters are in
Hamburg. The Company owns a diversified portfolio of properties across
attractive German office real estate markets. Its current portfolio
comprises 80 properties with an aggregate lettable space of approx. 862,000
sqm and is valued at approximately EUR 1.5 bn. The alstria office REIT-AG
strategy is based on active asset and portfolio management as well as on
establishing and maintaining good relationships with key customers and
decision makers. alstria focuses on long-term real estate value creation.
For further information, please contact:
Ralf Dibbern, IR/PR
Phone: +49 (0) 40 / 226 341-329
Email: [email protected]
More information on:
www.alstria.com
www.alstria.blogspot.com
www.twitter.com/alstria_REIT
Disclaimer:
This release is for information only and does not constitute an offer to
sell, purchase, exchange or transfer any securities or a solicitation of
any such offer in the United States or any other jurisdiction. The
securities referred to herein have not been and will not be registered
under the U.S. Securities Act of 1933, as amended (the 'Securities Act')
and may not be offered or sold in the United States absent registration or
an exemption from registration under the Securities Act. Neither alstria
office REIT-AG ('alstria') nor any other participant in the transactions
described herein intends to register any securities under the Securities
Act or with any securities regulatory authority of any state or other
jurisdiction in the United States in connection with the proposals
described in this announcement. The shares may not be offered to the public
in any jurisdiction in circumstances which would require the preparation or
registration of any prospectus or offering document relating to the shares
in such jurisdiction. No action has been taken by alstria, Morgan Stanley
Bank AG, Commerzbank AG or any of their respective affiliates that would
permit an offering of the shares or possession or distribution of this
announcement or any other offering or publicity material relating to such
securities in any jurisdiction where action for that purpose is required.
In member states of the European Economic Area ('EEA'), this announcement
and any offer if made subsequently is directed only at persons who are
'qualified investors' within the meaning of Article 2(1)(e) of the
Prospectus Directive (Directive 2003/71/EC) ('Qualified Investors'). Any
person in the EEA who acquires the securities in any offer (an 'investor')
or to whom any offer of the securities is made will be deemed to have
represented and agreed that it is a Qualified Investor. Any investor will
also be deemed to have represented and agreed that any securities acquired
by it in the offer have not been acquired on behalf of persons in the EEA
other than Qualified Investors or persons in the UK and other member
states(where equivalent legislation exists) for whom the investor has
authority to make decisions on a wholly discretionary basis, nor have the
securities been acquired with a view to their offer or resale in the EEA to
persons where this would resulting a requirement for publication by
alstria, Morgan Stanley Bank AG or Commerzbank AG of a prospectus pursuant
to Article 3 of the Prospectus Directive.
This release constitutes neither an offer to sell nor a solicitation of an
offer to buy any shares. As far as this release contains forward-looking
statements with respect to the business, financial condition and results of
operations of alstria, these statements are based on current expectations
or beliefs of alstria's management. These forward-looking statements are
subject to a number of risks and uncertainties that could cause actual
results or performance of the Company to differ materially from those
reflected in such forward-looking statements. Apart from other factors not
mentioned here, differences could occur as a result of changes in the
overall economic situation and the competitive environment - especially in
the core business segments and markets of alstria. Also, the development of
the financial markets and changes in national as well as international
provisions particularly in the field of tax legislation and financial
reporting standards could have an effect. Terrorist attacks and their
consequences could increase the likelihood and the extent of differences.
alstria undertakes no obligation to publicly release any revisions or
updates to these forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.
21.02.2012 DGAP's Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
Language: English
Company: alstria office REIT-AG
Bäckerbreitergang 75
20355 Hamburg
Germany
Phone: 040-226 341 300
Fax: 040-226 341 310
E-mail: [email protected]
Internet: http://www.alstria.de
ISIN: DE000A0LD2U1
WKN: A0LD2U
Indices: SDAX, EPRA, German REIT Index
Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr
in Berlin, Hamburg, München, Stuttgart
End of Announcement DGAP News-Service
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