M&A Activity • Dec 12, 2019
M&A Activity
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Free translation, the Dutch version prevails
REGULATED INFORMATION 12 December 2019 After trading hours – Under embargo until 17h45 Inside information
Public limited liability company (société anonyme/naamloze vennootschap),
Public Regulated Real Estate Company (Société Immobilière Réglementée (SIR) /
Gereglementeerde Vastgoedvennootschap (GVV)) under Belgian Law
Registered Office: 3 Horstebaan, 2900 Schoten
Companies Registration No. 0456.378.070 (LPR Antwerp)
(the "Company")
Schoten, Belgium – 12 December 2019
Care Property Invest announces the agreement under suspensory conditions for the acquisition of the residential care centres with assisted living apartments 'La Reposée' and 'New Beaugency', located in Mons and Bernissart respectively. 'La Reposée' concerns an existing residential care centre with 111 residential places and a group of assisted living apartments with 11 residential units under construction. The 'New Beaugency' residential care centre can accommodate 93 residents and has a group of assisted living apartments with 11 residential units
After the suspensory conditions have been met, 'La Reposée' will be operated by La Reposée Sprl and 'New Beaugency' by New Beaugency Sprl on the basis of new long-term lease agreements with a minimum duration of 27 years (renewable) of the 'triple net' type.
'This acquisition represents a significant expansion of our Belgian portfolio, not only in terms of property value and capacity, but also in terms of geographical coverage. This is in fact our third and fourth project on Walloon territory. We are also entering into two new operational collaborations with La Reposée Sprl and New Beaugency Sprl. Including these investments, our real estate portfolio will consist of 111 projects and the equity of Care Property Invest will increase by approximately €33.6 million.''
The operation of the project is and will continue to be carried out after the actual acquisition by La Reposée Sprl for 'La Reposée' and by New Beaugency sprl for 'New Beaugency' by means of new long-term lease agreements of the 'triple net' type, which can be indexed annually with a minimum duration of 27 years (renewable).
| Mons – La Reposée |
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|---|---|---|
| ADDRESS : | Rue du Chemin de Fer 1, 7033 Mons, Belgium | |
| CAPACITY: | Residential care centre with 111 residential places 87 rooms (57 single rooms and 30 double rooms) and 11 assisted living apartments under construction |
|
| OPERATOR: | La Reposée Sprl | |
| LOCATION | At 300 m from the centre of Cuesmes (a municipality of Mons), at 250 m from banks, shops and supermarkets and at 4,5 km from the centre of Mons. Good accessibility by car (E4, R5 and the ring road of Mons). There is a bus stop 1 km away from the project. |
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| DESCRIPTION PROPERTY AND FACILITIES |
The residential care centre accommodates 111 residents in 57 single and 30 double rooms and is equipped with an in house doctor's office, physiotherapy practice, hairdressing salon and pedicure room. There is a restaurant on the ground floor. Outside there is a beautiful garden with a terrace where residents can enjoy a drink with their visitors. |
|
| YEAR OF CONSTRUCTION / RENOVATION: |
1980, with expansions in 2005 and 2011. The assisted living apartments are currently being constructed and are expected to be completed in Q1 2020. |
|
| CONTRACT TYPE: | New annually indexable long-term lease agreement with a minimum duration of 27 years (renewable) of the 'triple net' type |
|
| CONVENTIONAL VALUE: | Approximately €17.2 million | |
| TRANSACTION: | Contribution in kind | |
| FINANCING: | Contribution in kind of the real estate |
| Bernissart – New Beaugency |
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|---|---|---|---|
| ADDRESS : | Rue d'Ellezelles 57, 7321 Bernissart, Belgium | ||
| CAPACITY: | Residential care centre with 93 residential places 74 rooms (55 single rooms and 19 double rooms) and 11 assisted living apartments |
||
| OPERATOR: | New Beaugency Sprl | ||
| LOCATION | 600 m from the centre of Blaton, a municipality of Bernissart. The centre of Bernissart is 3.5 km from the site. Here you will find several restaurants, shops, banks, a supermarket and a pharmacy. The centre of Mons is 26 km away. The project is easily accessible by car via the E42 (Mons-Doornik). The train station of Blaton is 1.2 km away. |
||
| DESCRIPTION PROPERTY AND FACILITIES |
The residential care centre accommodates 93 residents in 55 single and 19 double rooms and is equipped with an in house doctor's office, physiotherapy practice, hairdressing salon and pedicure room. There is a restaurant on the ground floor. Outside there is a beautiful garden with a terrace where residents can enjoy a drink with their visitors. In addition, there are 11 assisted living apartments, of which the care is provided by the residential care centre. |
||
| YEAR OF CONSTRUCTION / RENOVATION: |
Residential care centre: 1989, with an expansion in 2012 Assisted living apartments: 2015 |
||
| CONTRACT TYPE: | New annually indexable long-term lease agreement with a minimum duration of 27 years (renewable) of the 'triple net' type |
||
| CONVENTIONAL VALUE: | Approximately €16.4 million | ||
| TRANSACTION: | Contribution in kind | ||
| FINANCING: | Contribution in kind of the real estate |
Subject to the fulfilment of suspensory conditions, this new expansion of the real estate portfolio will be realised through a contribution in kind of the aforementioned property into the capital of Care Property Invest, within the context of the authorised capital. The conventional contribution value of these two projects combined amounts to approximately €33.6 million.
The issue price of the new shares will be equal to the volume weighted average share price for Care Property Invest 5 trading days before the effective date of contribution (the effective date of contribution not included), minus the announced gross dividend for the accounting year 2019 and minus a customary discount in line with market conditions. The new shares will be issued with coupons nos. 12 and following attached and will therefore share in the result of the current financial year (from 1 January 2020 up to and including 31 December 2020). For this purpose, coupon no. 11, related to the gross dividend for the full accounting year 2019, will be detached before the effective date of contribution.
The contribution in kind is expected to take place before 22 January 2020, on the condition that a number of usual suspensory conditions have been met, including obtaining the approval of the FSMA for this contribution and the associated amended Articles of Association. Care Property Invest is committed to having the new shares, with coupons nos. 12 and following attached, listed on Euronext Brussels as soon as possible after the issue of the new shares.
Care Property Invest would like to reconfirm its desire to expand its real estate portfolio in the future with health care infrastructure in Belgium, The Netherlands, as well as elsewhere in the European Economic Area. • • •
• • •
Caution regarding forecasts
This press release contains forecasts involving risks and uncertainties, amongst others statements regarding plans, objectives, expectations and intentions of Care Property Invest. Readers are cautioned that such forecasts involve known and unknown risks and are subject to significant business, economic and competitive uncertainties which are mostly beyond Care Property Invest's control. If one or more of these risks or uncertainties materialise or should, if applied, basic assumptions prove incorrect, the final results may significantly deviate from the anticipated, expected, estimated or projected results. Consequently, Care Property Invest cannot assume any responsibility for the accuracy of these forecasts.
For any additional information, please contact:
Valérie Jonkers Chief Operating Officer [email protected] T +32 3 222 94 94 - F +32 3 222 94 95 - M +32 499 28 01 43 Horstebaan 3 2900 Schoten [email protected] www.carepropertyinvest.be
[email protected] T +32 3 222 94 94 - F +32 3 222 94 95 - M +32 483 11 80 17 Horstebaan 3 2900 Schoten [email protected] www.carepropertyinvest.be
Peter Van Heukelom Chief Executive Officer [email protected] T +32 3 222 94 94 - F +32 3 222 94 95 - M +32 459 59 82 67 Horstebaan 3 2900 Schoten [email protected] www.carepropertyinvest.be
Care Property Invest NV is a Public Regulated Real Estate Company (Public SIR/GVV) under Belgian law. Based on a solid organisation, Care Property Invest helps healthcare entrepreneurs to undertake property projects by offering real estate tailored to the end user that is both qualitative and socially responsible. For its shareholders, Care Property Invest strives for a stable long-term rate of return.
This year, Care Property Invest's share celebrated its 23rd anniversary on Euronext Brussels. The share is listed under the name of CPINV and has the following ISIN-Code: BE0974273055. As from December 2016, the share is a constituent of the Belgium Bel Mid Index and the Company has become a member of EPRA.
In September 2018, the Company received its third EPRA BPR Gold Award. As from 1 November 2019, the share is also a constituent of the Euronext Next 150 Index.
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