Share Issue/Capital Change • Jan 20, 2021
Share Issue/Capital Change
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Free translation, the Dutch version prevails
REGULATED INFORMATION 20 January 2021 08h15 - before trading hours 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 – 20 January 2021
Following the press release published on 15 December 2020, Care Property Invest announces that it has acquired the residential care centre with assisted living apartments 'Résidence des Ardennes' in Attert (BE) by means of a successful capital increase. This transaction was realised through (i) a contribution in kind of the land and real estate of this project and (ii) the conclusion of a separate agreement for the completion of the ongoing construction works. Following this contribution leading to a capital increase (including the issue premium) of €42,087,805.27, 1,696,114 new Care Property Invest shares were issued. The issue price equals €24.8142474213662 per share.
The project comprises an existing residential care centre with 150 residential places and a licensed group of assisted living apartments with 26 residential units. Construction works have recently started on the site in order to expand the residential care centre. After completion of the construction works, the project will consist of a residential care centre with a capacity of 150 residential places and a licensed group of assisted living apartments with 50 residential units.
The operation of 'Résidence des Ardennes' is continued by Services Ardennes Srl (a subsidiary of My-Assist). The operation is guaranteed by means of a new long-term lease agreement of the 'triple net' type, which can be indexed annually with a minimum duration of 29 years (renewable).
'With the acquisition of this residential care centre with assisted living apartments, we are continuing the geographical expansion of our healthcare real estate portfolio in Wallonia. Including this investment, our portfolio will consist of 129 projects (including the projects signed under suspensory conditions). Not only are we extremely satisfied with the substantial increase in fair value of our portfolio that this transaction entails, but also with the continuation of our collaboration with healthcare operator My-Assist. Including the projects in Mons and Bernissart, that we've acquired in January 2020, this will be our third collaboration.'
Care Property Invest NV/SA Horstebaan 3 2900 Schoten BE 0456 378 070 - LPR Antwerp Public RREC under Belgian law
T +32 3 222 94 94 F +32 3 222 94 95 E [email protected] www.carepropertyinvest.be
The operation of 'Résidence des Ardennes' is continued by Services Ardennes Srl (a subsidiary of My-Assist) and is guaranteed by means of a new long-term lease agreement of the 'triple net' type, which can be indexed annually with a minimum duration of 29 years (renewable).
My-Assist currently operates 9 care residences in Flanders and Wallonia.
« Résidence des Ardennes is a great geographical extension for My-Assist. Together with our management we will continue our individualised quality care in this luxurious senior village in Attert. The partnership with Care Property Invest allows us to invest further in high-quality care in state-of-the-art buildings.»
| Attert - 'Résidence des Ardennes' | ||
|---|---|---|
| · ADDRESS: | Rue du Bois de Loo 379, 6717 Attert, Belgium | |
| · CAPACITY: | Today: existing residential care centre with 150 residential places and a licensed group of assisted living apartments with 26 residential units. After completion of the construction works: existing residential care centre with 150 residential places and a licensed group of assisted living apartments with 50 residential units. |
|
| OPERATOR: | Services Ardennes Srl (a subsidiary of My-Assist) | |
| · LOCATION: | Located in the centre of Attert, near the border with the Grand Duchy of Luxembourg. The project is 700 m away from the post office, town hall and several shops, restaurants and supermarkets. The project is easily accessible by car via the E25 (Liège- Bastogne-Aarlen/Arlon), the N87 (direction Parette) and the N4 (direction Aarlen/Arlon) as well as by public transport thanks to a bus stop right in front of the project. |
|
| DESCRIPTION PROPERTY AND FACILITIES: |
On the site, construction works are currently being carried out to increase the capacity of the project to 150 residential places for the residential care centre (RCC) and to 50 residential units for the licensed group of assisted living apartments. The RCC will have an internal doctor's and nurse's practice, a physiotherapy practice, a neuropsychology practice, a hairdressing salon and a pedicure room. In addition, all departments will have spacious communal areas and everyone will be able to enjoy the large garden. |
|
| · YEAR OF CONSTRUCTION / RENOVATION: |
The existing residential care centre (RRC) was built in 2004. A first extension took place in 2012 and a second in 2017. The provisional delivery of the construction works in progress is expected in Q3 of 2021. |
|
| CONTRACT TYPE: | New long-term lease agreement of the 'triple net' type, which can be indexed annually with a minimum duration of 29 years (renewable). |
|
| CONTRIBUTION VALUE: | Approx. $\epsilon$ 42.1 million (contribution in kind) | |
| · ADDITIONAL INVESTMENT COST: |
Approx. €2.2 million (investment cost of ongoing construction works) | |
| · TRANSACTION: | Contribution in kind: acquisition of the entire project by means of (i) a contribution in kind of the existing residential care centre and the existing group of assisted living apartments and (ii) the conclusion of a separate contract for the completion of the ongoing construction works. |
On 15 December 2020, Care Property Invest announced the agreement for the acquisition of 'Résidence des Ardennes', located in Attert (BE). The acquisition has just been completed by a contribution in kind of the aforementioned properties in the capital of Care Property Invest within the framework of the authorised capital, by decision of the Board of Directors of the Company. The transaction resulted in an equity increase of €42,087,805.27, of which an amount of €10,091,030.25 was allocated to the capital item and an amount of €31,996,775.02 to the share premium item.
The contribution was remunerated by 1,696,114 new shares.
The issue price of the new shares amounts to approximately €24.81 and is equal to the average of the volume weighted average share price (VWAP) of Care Property Invest of 5 trading days prior to 20 January 2021 (the contribution date nog included), minus the announced gross dividend representing the right to receive the part of the dividends that can be allocated for the period starting on 29 May 2020 and ending on 31 December 2020 (€0.48 per share) (proportionally and this in function of the exact time of detachment) and minus a customary market discount. The 1,696,114 new shares are of the same type and have the same rights as the existing shares, provided that they are issued with coupon nr. 14 and following attached and will therefore share in the result of the current financial year (from 1 January 2021 up to and including 31 December 2021). To this end, coupon no. 13, relating to the gross dividend representing the right to receive the part of the dividends that can be allocated for the period starting on 29 May 2020 and ending on 31 December 2020, has been detached on 18 January 2021 before trading hours.
Care Property Invest NV/SA Horstebaan 3 2900 Schoten BE 0456 378 070 - LPR Antwerp Public RREC under Belgian law
T +32 3 222 94 94 F +32 3 222 94 95 E [email protected] www.carepropertyinvest.be
For the realisation of the construction works, Care Property Invest concluded a separate contract with Services Ardennes Srl (a subsidiary of My-Assist), taking into account an additional investment cost of approximately €2.2 million.
The project will generate additional rental income for the Company as of today.
As a result of the capital increase and the issue of new shares on 20 January 2021 as part of this transaction, the total capital of the Company as per 20 January 2021 amounts to €153,533,677.60.
The capital is represented by a total number of securities conferring voting rights of 25,806,148. The total number of voting rights amounts to 25,806,148.
Each of these shares confers one voting right at the General Meeting of the Company and these shares thus represent the denominator for notification purposes within the framework of the transparency regulation (i.e. notifications in the event of reaching, exceeding or falling below the statutory or legal thresholds). In addition to the legal thresholds, Article 15 of the Company's articles of association provides for an additional statutory threshold of 3%.
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, Spain, as well as elsewhere in the European Economic Area. • • •
• • •
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.
Care Property Invest NV/SA Horstebaan 3 2900 Schoten BE 0456 378 070 - LPR Antwerp Public RREC under Belgian law
T +32 3 222 94 94 F +32 3 222 94 95 E [email protected] www.carepropertyinvest.be
Valérie Jonkers COO Valé[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
Stephanie Hoekstra Investment Manager [email protected] T +32 3 222 94 94 - F +32 3 222 94 95 - M +32 473 82 19 62 Horstebaan 3 2900 Schoten [email protected] www.carepropertyinvest.be
Philip De Monie
Investment Manager [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
CEO [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 celebrates its 25th 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 2020, the Company received its fourth EPRA BPR Gold Award. As from 1 November 2019, the share is also a constituent of the Euronext Next 150 Index.
All further information regarding the Company can be found on our website, www.carepropertyinvest.be. Here we will keep you informed on a dedicated page about the (possible) impact of the COVID-19 epidemic on the business activities of Care Property Invest.
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