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Entra

M&A Activity Dec 14, 2015

3596_iss_2015-12-14_1b7b2e42-e5cd-4389-8cb9-77f16a0d5efa.html

M&A Activity

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Entra ASA : Detailed stock exchange notice - Acquisition of the office part of Oslo City

Entra ASA : Detailed stock exchange notice - Acquisition of the office part of Oslo City

Oslo, 14 December 2015 - Reference is made to the

stock exchange notice of 16 November 2015. Entra and

Steen & Strøm AS have signed an unconditional share

purchase agreement with DNB Kjøpesenter og Hotell AS

confirming acquisition of all shares in Oslo City

Kjøpesenter AS, owner of Oslo City.

Oslo City is a combined shopping centre and office

property of 80,535 sqm. Entra will acquire the offices

and Steen & Strøm the shopping center. The parking

basement will be held 50/50. Oslo City was completed

in 1988 and enjoys a prime location next to the Oslo

Central Station.

"This property is a perfect fit for Entra with its

central location close to Norway's largest public

transport hub and with the offices mainly let to

public tenants. Oslo City is adjacent to the largest

building in our portfolio and is located in an area

where we see significant growth opportunities" said

Arve Regland, Entra's CEO.

Entra's share of the property value is approximately

NOK 1.65 bn of the NOK 5 bn total property value.

Entra will finance the transaction through existing

debt facilities. Closing is expected by year-end 2015.

Key figures for Entra's part of Oslo City:

No of sqm office: 33,300

No of parking spaces: 170

Occupancy: 100 %

WAULT (office) as of 31.12.15: 4 yrs

12 months rolling rent (2016e): NOKm 94.7

Transaction structure:

Entra and Steen & Strøm will together acquire 100 % of

the shares in Oslo City Kjøpesenter AS

(the "Acquisition"). The property will as soon as

possible be sectioned and Oslo City Kjøpesenter AS

will be demerged into three separate companies owning

the offices, the shopping centre and the parking

basement, respectively (the "Demerger"). Entra will

own all the shares in the office company and 50 % of

the shares in the parking basement company, while the

rest will be owned by Steen & Strøm. Until the

Demerger is finalised Entra will hold 33 % of the

shares in Oslo City Kjøpesenter AS and the

shareholding will be treated as an associated company

according to the equity method in Entra's accounts.

The Demerger is expected to be finalised within the

first half of 2016 and will have accounting effect

from closing of the Acquisition. During the period

commencing from the closing of the Acquisition and

ending on the effective date of the Demerger, the

relationship and allocation of assets, liabilities and

risks between Entra and Steen & Strøm will be as if

the Demerger had taken place on the closing of the

Acquisition.

Key figures for Oslo City Kjøpesenter AS for 2012-2014:

(NOKm) 2012 2013 2014

Income statement:

Total income 277 280 292

Direct property costs 18 26 18

Net operating income 214 211 229

Operating profit 182 173 191

Profit after tax 135 139 144

2012

2013

2014

Balance sheet:

Total assets 3,923 3,985 3,533

Total liabilities 478 539 385

Total debt 191 242 76

Total equity 3,445 3,445 3,148

The functions as managing director and board of

directors in Oslo City Kjøpesenter AS are currently

held by representatives of DNB Livsforsikring and will

be replaced by representatives of Entra and Steen &

Strøm from closing of the of the Acquisition. There

are no employees in Oslo City Kjøpesenter AS.

For further queries please contact: Arve Regland, CEO

Entra ASA, tel: +47 479 07700, email:

[email protected].

About Entra

Entra is a leading owner, manager and developer of

office properties in Norway. Entra owns and manages

around 100 properties totalling approximately 1.2

million square meters. The portfolio is primarily

located in Oslo and the surrounding region, Bergen,

Stavanger and Trondheim.

About Steen & Strøm

Steen & Strøm is the leading shopping center company

in Scandinavia. Steen & Strøm owns and manages 22

shopping centres in Norway, Sweden and Denmark. Steen

& Strøm is owned by Europe's leading shopping centre

company Klepierre (56.1 %) and the Dutch pension fund

APG (43.9%).

This information is subject to the disclosure

requirements pursuant to section 5-12 of the Norwegian

Securities Trading Act.

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