Share Issue/Capital Change • Jul 9, 2020
Share Issue/Capital Change
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9 July 2020
Public limited liability company Public regulated real estate company under Belgian law Office: Rue Belliard 40 (box 11), 1040 Brussels Enterprise number: 0877.248.501 (RLE Brussels) (the 'Company')
Notification pursuant to Article 15 of the Act of 2 May 2007
Stefaan Gielens, CEO of Aedifica, commented: "We are very pleased about the acquisition of a stateof-the-art care campus in Belgium. With this project, we show that Aedifica is investing in the development of new, innovative residential care concepts that meet the evolving expectations of the elderly and the current challenges in the care sector with a focus on flexibility and small-scale residential groups. Aedifica invests €39 million in a campus of three buildings that accommodates 132 residents and combines various care functions. The site has just been completed and uses the latest infrastructure and building materials in terms of sustainability. This acquisition marks the start of the collaboration with a new non-profit operator. Other investments will follow."
9 July 2020
Aedifica invests €39 million in a brand-new innovative care campus in Geel (Belgium) through a contribution in kind. In that context, 435,596 new shares were issued.
9 July 2020
Klein Veldekens – Geel
The Klein Veldekens1 care campus in a green area near the centre of Geel (40,000 inhabitants, Province of Antwerp). The care campus, which was completed in June 2020, consists of three buildings ('Woontoren', 'Kubus' and 'Schakelgebouw' 2 ) connected by an underground car park. The campus offers accommodation to 132 residents with different care needs. Alongside the care campus, 18 houses for the elderly and a specialist residential care centre for disabled persons (MPI) were built but are not part of the transaction. In the area surrounding Klein Veldekens, a new residential district will be developed in the near future, making the campus a junction between the new district and the city centre.
2 See map on page 2.
1 Address: Klein Veldekensstraat, 2240 Geel (Belgium).
9 July 2020
Klein Veldekens – Geel
The Klein Veldekens care campus is a pilot project supported by the Flemish Ministry of Welfare, aiming to develop a state-of-the-art residential care concept and an innovative vision on care for the future.
The underlying philosophy of the project is that the quality of life of older people can be improved by offering them a comfortable home in which they can live as independently as possible. When the residents' demand for care increases, the care offer will adapt accordingly. The care campus comprises 132 residential units for elderly people with different demands for care. 52 residential units are located in small-scale residential groups for 8 to 12 residents and are tailored to the needs of elderly people requiring continuous care. The remaining 80 residential units are care apartments intended for elderly people who want to live independently with care and services available on request. The operator is authorised to operate 90 residential units as care home units and can assign this label in a flexible manner according to the care needs of the residents, regardless of the type of accommodation in which they live. This way, residents no longer have to move when their demand for care increases.
Klein Veldekens was designed as a social project. The care campus aims to involve and activate the local community as much as possible. To this end, a restaurant was included in which not only residents, but also local people can meet each other. In addition, the campus is also connected to its wider environment through the integration of care functions that are also used by people who do not live on campus, such as an elderly day-care centre, a children day-care centre, a medical practice and a service centre. As such, the campus combines the various types of care that people might require throughout their lives.
Sustainability was a key concern in the design of the site. The care campus is conceived as a flexible structure that can easily be adapted to the changing needs of society and the individual residents. Environmentally friendly materials (recyclable materials with a low impact and a long lifespan) were used for the construction of the site.
9 July 2020
Klein Veldekens is operated by Astor VZW, a small-scale non-profit operator of five care facilities in Belgium. Astor offers an innovative care concept to the elderly and other people who need assistance, offering care that is flexibly adjusted to the needs of the residents, so they do not have to move when their demand for care increases.
Aedifica welcomes this new collaboration with an established, reputable non-profit player in the Belgian elderly care sector.
The care campus will be let on a new irrevocable 30-year triple net lease. The net rental yield amounts to approx. 4.5%.
The care campus was acquired through a contribution in kind of the buildings and the plot of land in Aedifica NV/SA. The contractual value3 amounts to approx. €39 million. As consideration for the contribution, 435,596 new shares were issued.
The new Aedifica shares were issued this morning, 9 July 2020, following a capital increase by the Board of Directors within the framework of the authorised capital. The new shares are fully paid-up, with no par value. They will be listed as from 10 July 2020 and are fungible as the shares will be issued cum coupon no. 24 (which entitles the holder to a pro rata temporis dividend for the current financial year; see below).
3 The contractual value complies with the provisions of article 49 § 1 of the Belgian Act of 12 May 2014 on regulated real estate companies.
9 July 2020
Klein Veldekens – Geel
Following the abovementioned contribution in kind, 435,596 new Aedifica shares were issued. As a result, the total number of Aedifica shares now amounts to 27,496,869. Each of these shares entitles the contributor to a pro rata temporis dividend for the current financial year from 28 April 2020 to 31 December 2020 (coupon no. 24). Each share confers a right to vote at the General Meeting. The total number of shares represents the new denominator for notification purposes in the context of the transparency regulation. Upon completion of this transaction, Aedifica's total share capital amounts to €725,581,434.42. The new shares that were issued will be listed on Euronext Brussels and Euronext Amsterdam (regulated markets).
This information, as well as the shareholding structure, is available on Aedifica's website (www.aedifica.eu).
9 July 2020
The English version of this press release constitutes a free translation of the Dutch language text and is made for information purposes only. In case of inconsistency with the Dutch version or inaccuracy of the English translation, the Dutch text shall prevail.
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Aedifica is a Regulated Real Estate Company under Belgian law specialised in European healthcare real estate, particularly in senior housing. Aedifica has developed a portfolio of more than 450 sites in Belgium, Germany, the Netherlands, the United Kingdom, Finland and Sweden, worth more than €3.3 billion.
Aedifica is listed on Euronext Brussels (2006) and Euronext Amsterdam (2019) and is identified by the following ticker symbols: AED; AED:BB (Bloomberg); AOO.BR (Reuters).
Since March 2020, Aedifica is part of the BEL 20, the leading share index of Euronext Brussels. Aedifica's market capitalisation was approx. €2.6 billion as of 8 July 2020.
Aedifica is included in the EPRA and Stoxx Europe 600 indices.
This document contains forward-looking information that involves risks and uncertainties, including statements about Aedifica's plans, objectives, expectations and intentions. Readers are cautioned that forward-looking statements include known and unknown risks and are subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the control of Aedifica. Should one or more of these risks, uncertainties or contingencies materialise, or should any underlying assumptions prove incorrect, actual results could vary materially from those anticipated, expected, estimated or projected. As a result, Aedifica does not assume any responsibility for the accuracy of these forward-looking statements.
For all additional information
Ingrid Daerden Chief Financial Officer
T +32 2 626 07 73 [email protected] Delphine Noirhomme Investor Relations Manager
T +32 2 210 44 98 [email protected]
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