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Home REIT PLC

Prospectus Sep 7, 2020

5347_rns_2020-09-07_e9005dc5-87d0-4bca-b7d8-2a602872f03f.html

Prospectus

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RNS Number : 1522Y

Home REIT PLC

07 September 2020

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR TO THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY MEMBER STATE OF THE EEA (OTHER THAN THE UNITED KINGDOM) OR ANY OTHER JURISDICTION IN WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE OF THIS ANNOUNCEMENT WOULD BE UNLAWFUL. PLEASE SEE THE SECTION ENTITLED "DISCLAIMER" TOWARDS THE END OF THIS ANNOUNCEMENT.

This announcement is an advertisement and does not constitute a prospectus and investors must subscribe for or purchase any shares referred to in this announcement only on the basis of information contained in a prospectus to be published by Home REIT plc in due course (the "Prospectus") and not in reliance on this announcement. When made generally available, copies of the Prospectus may, subject to any applicable law, be obtained from the registered office of the Company and on the Company's website at www.homereituk.com, subject to certain access restrictions. This announcement does not constitute, and may not be construed as, an offer to sell or an invitation to purchase, investments of any description, or a recommendation regarding the issue or the provision of investment advice by any party.

7 September 2020

HOME REIT PLC

(the "Company" or "Home REIT")

INITIAL PUBLIC OFFERING

INTENTION TO RAISE £250 MILLION TO INVEST IN A DIVERSIFIED PORTFOLIO OF UK REAL ESTATE ASSETS WHICH WILL BE USED TO PROVIDE ACCOMMODATION FOR THE HOMELESS

Alvarium Home REIT Advisors Limited (the "Investment Adviser" or "Alvarium Home REIT Advisors") today announces its intention to launch an initial public offering ("IPO") of ordinary shares in Home REIT plc (the "Ordinary Shares"). The Company will be making an application for its shares to be admitted to the premium segment of the Official List of the Financial Conduct Authority and to trading on the premium segment of the main market of the London Stock Exchange ("Admission"). The Company also intends to become a real estate investment trust ("REIT").

The Company will seek to contribute to the alleviation of homelessness in the UK, whilst targeting inflation-protected income and capital returns, by investing in a diversified portfolio of assets across the UK which will be dedicated to providing accommodation to the homeless. The accommodation assets will be let or pre-let on very long (typically 20 to 30 years), inflation-linked leases to registered charities, housing associations, community interest companies and other regulated organisations which have a proven operating track record in providing low-cost accommodation to the homeless and which receive housing benefit or comparable support from local or central government to fund the provision of such accommodation to the homeless.

Home REIT will target an issuance of £250 million1 by means of a placing, offer for subscription and intermediaries offer of up to 250 million Ordinary Shares (the "Issue") at an issue price of £1.00 per Ordinary Share (the "Issue Price").

Home REIT will be managed by Alvarium Fund Managers (UK) Limited and advised by Alvarium Home REIT Advisors (both members of the group trading as Alvarium Investments (formerly LJ Partnership), whose ultimate parent is Alvarium Investments Limited).

Dickson Minto W.S. (the "Sponsor") is acting as sole sponsor to the Company.

Alvarium Securities Limited ("Alvarium Securities") (also a member of Alvarium Investments) is acting as sole broker, placing agent and intermediaries offer adviser to the Company.

Note:

  1. The Directors have reserved the right, in conjunction with Alvarium Securities and the Sponsor, to increase the size of the Issue to a maximum of 300 million Ordinary Shares if overall demand exceeds 250 million Ordinary Shares, with any such increase being announced through a Regulatory Information Service.

OVERVIEW

·    Investment strategy is to be part of the solution to the homelessness crisis in the UK whilst delivering inflation-protected income and capital growth over the medium term for shareholders through funding the acquisition and creation of high-quality accommodation for the homeless across the UK let on long-term index-linked leases.

·    Targeting a diversified portfolio of homeless accommodation assets, let or pre-let to registered charities, housing associations, community interest companies and other regulated organisations that receive housing benefit or comparable funding from local or central government, on very long-term and index-linked leases.

·    Targeting a wide range of assets across various sub-sectors within homelessness including women fleeing domestic violence, people leaving prison, individuals suffering from mental health or drug and alcohol issues and foster care leavers.

·    Focus on training and rehabilitation within the homeless accommodation assets to provide individuals with the skills and confidence to find long-term accommodation and enable them to reintegrate back into society.

·    Alvarium Home REIT Advisors is proud to be working in collaboration with Crisis to help support Crisis in ending homelessness.

o  320,000+ people sleeping rough, in homeless shelters or other temporary housing in Great Britain (Shelter, November 2018).

·    Home REIT will seek to acquire or create new accommodation for the homeless, creating new asset supply to meet significant demand.

·    Expected savings to local authorities and other providers of accommodation to the homeless via lower rents versus more expensive alternative accommodation.

·    The homeless accommodation assets are expected to give providers of homeless accommodation long-term security of tenure, which the Investment Adviser believes is crucial to rehabilitating vulnerable individuals and helping to break the cycle of homelessness seen in short term accommodation.

·    Focus on well-located properties that provide a sustainable level of rent for the tenant.

·    Ability to invest in fixed-price forward funded pre-let developments is expected to help deliver lower purchase costs and discount to built value (but no speculative development by the Company).

·    Very long lease terms of typically 20 to 30 years.

·    Assets acquired by the Company will benefit from triple net, full repairing and insuring leases.

·    Annual lease rent reviews directly linked to inflation and upward-only.

·    Targeting a minimum annual dividend of 5.5 pence per Ordinary Share2, starting from the financial period commencing 1 September 2021, with the potential to grow through upward-only inflation-protected long-term lease agreements.

·    Targeting net total shareholder return of at least 7.5 per cent. per annum2 over the medium term.

·    The Company intends to enhance equity returns by using a conservative level of aggregate borrowings with a maximum level of aggregate borrowings of 35 per cent. of the Company's gross assets at the time of drawdown of the relevant borrowings.

·    Substantial pipeline of homeless accommodation assets already identified with an aggregate value of over £350 million which meet the Company's investment objective and investment policy. All of these assets have been identified off-market through the Investment Adviser's extensive contacts and relationships and are under exclusivity.

·    Net proceeds of the Issue ("Net Issue Proceeds") expected to be invested or committed within six to nine months following Admission.

·    Experienced investment team:

o  Alvarium Home REIT Advisers, established by Alvarium Investments which has approximately US$7 billion of real estate assets under management.

o  The team has capitalised and transacted over £1.5 billion of property assets with a particular focus on accessing secure, long-let and index-linked UK real estate through forward funding and built asset structures.

o  The Investment Adviser's personnel have extensive expertise in the target homeless accommodation assets sector and have successfully managed a £430 million social impact fund specialising in this strategy over the last two years.

·    The Company has a fully independent board of non-executive directors (the "Directors") with a diverse range of relevant skills and experience. The board is chaired by Lynne Fennah, CFO/COO of Empiric Student Property plc, and the other Directors are Marlene Wood, Peter Cardwell and Simon Moore.

Lynne Fennah, Chairman of Home REIT plc, commented:

"The Alvarium team has capitalised and transacted over £1.5 billion of real estate assets with a particular focus on accessing secure, long-let and index-linked UK real estate with extensive expertise in the homeless accommodation asset sector.

We believe a significant investment opportunity now exists in the UK homeless accommodation asset market and the Alvarium team has already identified a substantial pipeline of homeless accommodation assets that we, and the Alvarium team, consider are at low and sustainable rent levels.

We aim to be part of the solution to the homelessness crisis in the UK, drawing on the Alvarium team's sector specialist expertise to achieve our objective of delivering secure inflation-protected income and capital returns to shareholders, whilst delivering a positive social impact."

Gareth Jones, Partner at Alvarium Home REIT Advisors, said:

"The national homelessness charity, Crisis, has described current levels of homelessness as a 'national emergency' and Shelter estimates that there are over 320,000 people sleeping rough, in homeless shelters or other temporary housing in Great Britain, which has a significant impact on individuals as well as a wider social and economic cost.

Local housing authorities are under a statutory duty to secure accommodation for individuals who are unintentionally homeless and in priority need but current accommodation for the homeless is limited in quantum and often sub-standard and uneconomical.

Home REIT plc will seek to capitalise on Alvarium's specialist knowledge, strong relationships and insights to secure high-quality homeless accommodation assets on a largely off-market basis and help to alleviate the homeless crisis in the UK."

Note

  1. There can be no guarantee that the Company's investment strategy will be successful and the value of any investment in the Company may fall as well as rise. The annual dividend and net total shareholder return targets stated above are targets only and not a profit forecast. There can be no assurance that these targets will be met and they should not be taken as an indication of the Company's expected future results. Accordingly, potential investors should not place any reliance on these targets in deciding whether or not to invest in the Company and should decide for themselves whether or not the target dividend and target net total shareholder return are reasonable or achievable.

Expected timetable

Publication of the Prospectus Late September 2020
Publication of the results of the Issue Early October 2020
Admission of and dealings in Ordinary Shares Mid-October 2020

FOR FURTHER INFORMATION, PLEASE CONTACT:

Alvarium Home REIT Advisors Limited

Jamie Beale

Gareth Jones
Via Maitland/AMO below
Alvarium Securities Limited (Sole Broker, Placing Agent and Intermediaries Offer Adviser)

Mark Thompson

Eddie Nissen

David Dowell

Ben Nott
Tel: +44(0)203 9416 305
Dickon Minto W.S.

Fiona Thompson
Tel: +44 (20) 7649 6933
Maitland/AMO (Communications adviser)

James Benjamin
Tel: +44 7747 113 930

Email: [email protected]

COMPETITIVE ADVANTAGES

The Directors, having been advised by the Investment Adviser, believe that the Company has a number of competitive advantages including:

·    Underpinned growing yield: the Company's dividend yield target is expected to be underpinned by secure and long-term lease agreements ultimately funded via central government income flows, which incorporate regular inflation-linked upward only rental growth, to offer a low-risk, inflation protected income stream to investors.

·    Demand dynamics: there is a critical need for further accommodation for the homeless in the UK, due to an increasing homeless population and a lack of available and affordable high-quality, fit-for-purpose stock to address the problem. Local housing authorities are under a statutory duty to secure accommodation for individuals who are unintentionally homeless and in priority need but current accommodation for the homeless is limited in quantum and often sub-standard and uneconomical.

·    Collaboration with Crisis: Alvarium Home REIT Advisors is proud to be working in collaboration with Crisis to help support Crisis in ending homelessness.

·    Access to investment opportunities: the Investment Adviser has access to a strong pipeline of investment opportunities through long-established industry contacts and extensive knowledge of the property market, including access to off-market transactions and specialised pre-let opportunities.

·    Asset availability: the Investment Adviser is confident that suitable assets will be available for potential acquisition and should enable the Company to invest or commit substantially all of the Net Issue Proceeds within six to nine months following Admission.

·    Extensive expertise: the Investment Adviser's personnel have extensive expertise in the target homeless sector and have successfully managed a £430 million social impact fund specialising in this strategy over the last two years.

·    Transparent structure with no legacy issues: as a new, listed REIT, the Company will be fully transparent, allowing straightforward analysis of its yield and the NAV. Furthermore, as the Company is not a conversion of an existing property business, there will be no legacy issues.

Annual fee paid to the Investment Adviser

In addition, the Directors believe that the Investment Adviser's fees, set out below, are competitive:

·    0.85% of net asset value up to and including £500 million;

·    0.75% of net asset value above £500 million and up to and including £750 million;

·    0.65% of net asset value above £750 million; and

·    no performance fee.

INVESTMENT ADVISER: ALVARIUM HOME REIT ADVISORS

Alvarium Home REIT Advisors will be appointed to provide certain services in relation to the Company's portfolio, including sourcing investments for acquisition by the Company and due diligence in relation to proposed investments. The Investment Adviser is a wholly owned subsidiary of Alvarium Investments Limited. Alvarium Investments was established in 2009 and has grown to become a substantial, international multi-family office and asset manager, managing in excess of US$15 billion of assets (including US$7 billion of real estate assets), for families, private individuals and institutions. It has over 200 employees and 10 offices around the world.

The Investment Adviser comprises property, legal and finance professionals with significant experience in the real estate sector. The team has capitalised and transacted over £1.5 billion of property assets with a particular focus on accessing secure, long-let and index-linked UK real estate through forward funding and built asset structures.

The Investment Adviser's personnel have extensive expertise in the target homeless accommodation assets sector and have successfully managed a £430 million social impact fund specialising in this strategy over the last two years.

The core management team of the Investment Adviser (whose details are below) is supported by a team of other accounting, asset management, compliance, marketing, public relations, administrative and support staff. The key individuals responsible for executing the Company's investment strategy at the Investment Adviser are:

Gareth Jones (Partner/CFO)

Gareth has been active across various disciplines across UK equities and fund management market for over 10 years after beginning his career qualifying as a chartered accountant with Ernst & Young.

Having performed as a CFO for both public and private companies Gareth went into fund management in 2015, overseeing the finance function for a newly established social housing private equity fund. Prior to joining Alvarium in 2018, he was a director at Civitas Housing Advisors, investment adviser to Civitas Social Housing plc.

Jamie Beale (Partner)

Jamie has significant transaction and sector experience in the long income, social housing and forward funding real estate space.

Prior to joining Alvarium, Jamie spent six years in the City of London as a real estate lawyer where he acted for leading developers and property funds on a variety of deals, ranging from large scale residential developments to substantial commercial property transactions.

Jamie co-founded a private social impact real estate fund in 2018, which has grown to become one of the largest social impact funds in Europe.

DIRECTORS

The Directors are as follows:

Lynne Fennah, Non-Executive Chairman

Lynne joined Empiric Student Property plc in June 2017 and holds the position of Chief Financial and Operating Officer. During her tenure at Empiric, she has overseen all financial and taxation matters and has led on the operational transformation of the business including an extensive in-sourcing program. Lynne is also a member of the Student Accommodation Committee of the British Property Federation. In 2012, Lynne joined Palmer Capital, an FCA authorised real estate investment management company, as CFO with responsibility for overseeing the company's financial and taxation matters. Lynne became European CFO for the Toga Group in 2008, with responsibility for the development of hotels and management of commercial property investments. Lynne joined The Goodwood Estate being promoted to Finance and IT Director in 2005, a board position with responsibility for the finances of all group companies across a portfolio of primarily hospitality focused operations. In 1995, Lynne joined American Express and during her tenure held positions in corporate audit and travel business reporting, both roles covering the EMEA region, and a globally focused process re-engineering project role. After obtaining a degree in finance at Liverpool John Moores University, Lynne joined Moore Stephens and qualified as a Chartered Accountant, where she covered all aspects of general practice with a particular focus on audit.

Marlene Wood, Non-Executive Director

Marlene Wood is a chartered accountant with a broad range of experience in both the private and public sectors and is currently a non‐executive director and chair of the audit committee of GCP Student Living plc and RM Secured Direct Lending PLC and a non‐executive director of RM ZDP PLC. Until 2019, she was deputy chair and chair of the finance committee of the Scottish Funding Council for Further and Higher Education. She spent 20 years with the Miller Group, a major UK property business, predominantly as finance director for Miller Developments, the property development and investment arm, and latterly as group accounting and treasury director. Ms Wood is currently non‐executive director and treasurer for One Parent Families Scotland.

Peter Cardwell, Non-Executive Director

Peter Cardwell served as a Special Advisor in the UK government from 2016 to 2020. He worked for four Cabinet ministers in four departments: the Northern Ireland Office; the Home Office; the Ministry of Housing, Communities & Local Government; and the Ministry of Justice.

At the Ministry of Housing, he advised Housing Secretary Rt Hon James Brokenshire MP on homelessness. Rough sleeping dropped by two per cent and then nine per cent annually as a result of the policies on which Peter advised. Peter also undertook outreach shifts with sector charities whilst advising on homelessness, and had frequent interactions with organisations such as Crisis.

After being educated in Northern Ireland, Peter studied at St Hugh's College, Oxford, before winning a Fulbright Scholarship to Columbia School of Journalism, New York. He was a broadcast journalist for 10 years, working for the BBC in London, Washington DC, New York and Belfast, as well as for Sky News, Channel 5 News, UTV and ITV's Good Morning Britain. He is a frequent political commentator for the UK and international broadcast and print media.

In his spare time, Peter volunteers as chairman of a trust for student journalists and mentors a teenager in the care system. He lives in London and Richhill, County Armagh.

Simon Moore, Non-Executive Director

Simon Moore has over 30 years' experience in the UK financial sector including at NatWest Bank, Williams de Broe, Teather & Greenwood and Collins Stewart. He was Senior Investment Manager at Seven Investment Management and Head of Research at Tilney Bestinvest.

Simon is a long standing member of two important committees at the Association of Investment Companies: the Statistics Committee and the Property and Infrastructure Forum (he is Chairman of the latter). He has been a Director of Athelney Trust (LSE:ATY) since 2015.

He has a Biochemistry BSc from Imperial College and an MSc in Computer Modelling of Molecules from Birkbeck College. He is a member of the UK Society of Investment Professionals and the CFA Institute.

INVESTMENT OBJECTIVE

The investment objective of the Company is to deliver inflation-protected income and capital growth over the medium term for shareholders through funding the acquisition and creation of high-quality homeless accommodation across the UK let on long-term index-linked leases.

INVESTMENT POLICY

The Company will target inflation-protected income and capital returns by investing in a diversified portfolio of homeless accommodation assets, let or pre-let to registered charities, housing associations, community interest companies and other regulated organisations that receive housing benefit or comparable funding from local or central government, on very long-term and index-linked leases.

The Company will invest in these assets directly or through holdings in special purpose vehicles and will seek to acquire high-quality properties, taking into account the following key investment considerations:

·    the properties will provide high-quality accommodation to homeless and vulnerable individuals in need of housing;

·    each property should demonstrate strong residual land value characteristics;

·    very long unexpired lease terms (typically 20 to 30 years to expiry or first break); and

·    rent reviews to be inflation-linked or contain fixed uplifts.

The Company will be dedicated to tackling homelessness in the UK and will target a wide range of sub-sectors within homelessness including, but not limited to, women fleeing domestic violence, people leaving prison, individuals suffering from mental health or drug and alcohol issues and foster care leavers.

The Company will seek to only acquire assets let or pre-let to robust tenants on long leases (typically 20 to 30 years to expiry or first break), with index-linked or fixed rental uplifts, in order to provide security of income and low cost of debt. The Company will only invest in assets with leases containing regular upward-only rental reviews. These reviews will typically link the growth in rents to an inflation index such as CPI (with potentially a minimum and maximum level) or alternatively may have a fixed annual growth rate.

The Company will neither undertake any direct development activity nor assume direct development risk. However, the Company may invest in fixed-price forward funded developments, provided they are pre-let to an acceptable tenant and full planning permission is in place. In such circumstances, the Company will seek to negotiate the receipt of immediate income from the asset, such that the developer is paying the Company a return on its investment during the construction phase and prior to the tenant commencing rental payments under the terms of the lease.

Where the Company invests in forward funded developments:

·    the Company will not acquire the land until full planning consent and tenant pre-lets are in place;

·    the Company will pay a fixed price for the forward funded purchase, covering land, construction cost and developer's profit;

·    all cost overruns will be the responsibility of the developer/contractor; and

·    if there is a delay to completion of the works, this will be a risk for the developer/contractor, as they will pay the Company interest/rent until practical completion occurs.

The Company may utilise derivative instruments for efficient portfolio management. The Company may engage in full or partial interest rate hedging or otherwise seek to mitigate the risk of interest rate increases as part of the Company's portfolio management.

The Company will not invest in other investment funds.

The Directors intend to conduct the affairs of the Company so as to enable it to qualify as a REIT for the purposes of Part 12 of the Corporation Tax Act 2010 (and the regulations made thereunder).

The Company's full investment policy will be included in its Prospectus, expected to be published in late September 2020. When made generally available, copies of the Prospectus may, subject to any applicable law, be obtained from the registered office of the Company and will be made available for viewing at the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and on the Company's website (www.homereituk.com), subject to certain access restrictions.

Defined terms in this announcement will have the same meaning as defined in the Prospectus.

PIPELINE

The Investment Adviser, on behalf of the Company, has already identified a number of homeless accommodation assets with an aggregate value of over £350 million, which meet the Company's investment objective and investment policy. All of these assets have been identified off-market through the Investment Adviser's extensive contacts and relationships and are under exclusivity.

The Investment Adviser has already commenced negotiations and discussions concerning the acquisition of such assets for the Company. These assets are located throughout England and will be leased to a diverse number of registered charity tenants, community interest companies and housing associations across a diverse range of sub-sectors within homelessness, such as ex-offenders, domestic abuse victims and individuals with alcohol, drug and mental health issues. These pipeline assets will all be on 25-year leases, with rents indexed upwards only in line with inflation. All potential acquisitions remain subject to the Investment Adviser's stringent due diligence process to ensure that the Company only acquires high-quality assets that will provide robust, sustainable returns for investors and are fit for the purpose of addressing the UK's homeless problem, providing a genuine social impact. The Company currently has no binding contractual obligations with potential vendors and although there can be no assurance that any of these properties will be purchased by the Company, the Investment Adviser is confident that sufficient suitable assets will be identified, assessed and acquired to substantially invest or commit the Net Issue Proceeds within six to nine months following Admission.

DIVIDEND POLICY

When the Net Issue Proceeds have been fully invested, the minimum targeted annual dividend yield will be 5.5 per cent. by reference to the Issue Price, starting from the financial period commencing 1 September 2021, with the potential to grow the dividend in absolute terms through upward-only inflation-protected long-term lease agreements2. In addition, the targeted total shareholder return will be a minimum of 7.5 per cent. per annum over the medium term. In the first financial period to 31 August 2021, whilst the net proceeds of the Issue are being deployed, the target is to pay a minimum total dividend of 2.5 pence per Ordinary Share. The Company intends to pay dividends on a quarterly basis in cash, by way of four equal dividends.

The dividend and return targets stated above are targets only and not a profit forecast and there can be no assurance that they will be met.

ALLEVIATING HOMELESSNESS

The Company will focus on well-located properties that provide a sustainable level of rent for the Company's tenants (being the registered charities, housing associations, community interest companies and other regulated organisations to whom the properties are let). The Company will seek to maintain a significant spread between the weekly rents charged on its properties to its housing association and other tenants and the costs of alternative housing that would be, or is, otherwise used by local authorities to accommodate homeless people, such as local bed and breakfasts, hotels or guesthouses. This will also reduce the spread between assets' investment and vacant possession values, protecting the underlying capital.

The sustainability of the Company's portfolio will be maintained by setting low starting rents that have been pre-agreed with the relevant local authority with the vast majority of leases also containing a cap on the inflation linked annual rent reviews.

The fundamentals driving the continued growth and performance of the Company are:

·    the critical need for further accommodation for the homeless in the UK, due to an increasing homeless population and a lack of available and affordable high-quality, fit-for-purpose stock to address the problem;

·    the statutory duties (Housing (Homeless Persons) Act 1977, Housing Act 1996, Homelessness Act 2002 and Homelessness Reduction Act 2017) placed on local housing authorities to secure accommodation for people who are unintentionally homeless and in priority need and to provide meaningful help to any person who is homeless or at risk of becoming homeless irrespective of any priority need status; and

·    the increasing unsustainable cost borne by local authorities in providing accommodation to the homeless. The severe shortage in fit-for-purpose housing stock means that local authorities often house individuals in bed and breakfast hotels and guesthouses which can be around 60 per cent. more expensive than the expected cost of housing an individual in one of the Company's properties.

The Company's pipeline has been developed principally through relationships with housing associations, charities, local authorities and high-quality developers of social housing assets (see "Pipeline", above). The Company will identify the areas in the UK where the need for more homeless accommodation is most acute and work with its contacts to source and develop new high-quality assets in these areas.

Government funding for each individual occupant generally represents the full cost of care and housing benefit for that person and is paid from the Department of Work and Pensions to the relevant local authority, which then passes funds directly to the Company's housing association (or other) tenants.

The income flow to the Company is funded through the provision of 'exempt' housing benefit paid directly to the Company's housing association tenants from the relevant local authority. Such exempt status prevents local authorities from restricting the level of rent recoverable by the Company's housing association tenants via housing benefit and enables such housing association tenants to recover the full costs of providing additional support and services to residents.

Rental levels for the Company's housing association and other tenants are set at what the Investment Adviser considers to be a sustainable level with significant headroom between property rent and housing benefit allowance received from the local authority. The headroom between core lease rent payable on the Company's properties and housing benefit is represented by the management charge and the cost of intensive housing management/buildings upkeep associated with the provision of accommodation to the homeless.

Across the Company's portfolio, the average rent payable by the Company's housing association tenant will be approximately 40 per cent. of the total housing benefit received per property by that housing association tenant, providing a robust 2.25x portfolio rent cover. In addition, rents will be pre-agreed with local authorities and the leases will provide for a cap on the inflation linked annual rent reviews to ensure that rents grow in a sustainable manner.

The Company will be a passive landlord and will not undertake responsibility for the provision of the care operations for individual occupants. Instead, such care will be provided by a professional care provider in this sector.

LISTING

Home REIT will seek admission of its Ordinary Shares to the premium segment of the Official List of the Financial Conduct Authority and to trading on the premium segment of the main market of the London Stock Exchange. Home REIT is a newly established closed-ended investment company incorporated in England and Wales. The Company intends to carry on business as a REIT, subject to meeting the necessary qualifying conditions.

Responsible investment (UNPRI)

The Investment Adviser intends to become a signatory to the United Nations-supported Principles of Responsible Investment ("PRI") which represent a global standard for asset owners, investment advisers and service providers to incorporate environmental, social, and corporate governance ("ESG") policies into investment practice.

As a signatory to the PRI, the Investment Adviser will also be required to report annually on its responsible investment activities and in accordance with the PRI's reporting framework. These reporting requirements aim to ensure signatories' accountability and transparency and facilitate feedback from which signatories can then develop and learn.

Signatories to the PRI recognise that they have a duty to act in the best long-term interests of their investors and, by applying the PRI, aim to align their investors' interests with broader objectives of society. Therefore, where consistent with its fiduciary responsibilities, the Investment Adviser will commit to:

·    Incorporate ESG issues into its investment analysis and decision-making processes.

·    Be an active owner and incorporate ESG issues into ownership policies and practices.

·    Seek appropriate disclosure on ESG issues by any entities in which it invests.

·    Promote acceptance and implementation of the PRI within the investment industry.

·    Work with the PRI Secretariat and other signatories to enhance their effectiveness in implementing the PRI.

·    Report on activities and progress towards implementing the PRI.

Green leases

All of the Company's assets will be let on 'green leases'. In these leases, the Company and its housing association tenants agree to cooperate to identify and implement appropriate strategies for the improvement of the relevant properties' environmental performance. This includes the improvement of energy consumption, water consumption and discharge, waste generation and management, generation and/or emission of greenhouse gases and other adverse environmental impacts arising from the operation or use of the properties.

ABOUT THE AIFM AND ALVARIUM HOME REIT ADVISORS LIMITED

The Company and Alvarium Fund Managers (UK) Limited, in its capacity as the Company's alternative investment fund manager for the purposes of Directive 2011/61/EU on Alternative Investment Fund Managers and related rules and legislation ("AIFMD") (the "AIFM"), will appoint Alvarium Home REIT Advisors Limited as the Company's investment adviser pursuant to an investment advisory agreement.

The AIFM is regulated in the conduct of investment business by the FCA. The AIFM is, for the purposes of AIFMD and the rules of the FCA, a "full scope" UK AIFM with a Part 4A permission for managing alternative investment funds, such as the Company.

Disclaimer

This is a financial promotion and is not intended to be investment advice. The content of this announcement, which has been prepared by and is the sole responsibility of the Company, has been approved by Alvarium Fund Managers (UK) Limited solely for the purposes of section 21(2)(b) of the Financial Services and Markets Act 2000 (as amended). Alvarium Fund Managers (UK) Limited is authorised and regulated in the United Kingdom by the FCA (FCA number: 751355) and has its registered office at 10 Old Burlington Street, London, W1S 3AG.

This announcement is an advertisement and does not constitute a prospectus and investors must subscribe for or purchase any shares referred to in this announcement only on the basis of information contained in the Prospectus to be published by the Company in due course (and in any supplementary prospectus) and not in reliance on this announcement. Investors should read the Prospectus before making an investment decision in order to fully understand the potential risks and rewards associated with the decision to invest in the Ordinary Shares. Approval of the Prospectus by the Financial Conduct Authority (if such approval is obtained) should not be understood as an endorsement of the Ordinary Shares. When made generally available, copies of the Prospectus may, subject to any applicable law, be obtained from the registered office of the Company and will be made available for viewing at the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and on the Company's website. This announcement does not constitute, and may not be construed as, an offer to sell or an invitation to purchase investments of any description, a recommendation regarding the issue or the provision of investment advice by any party. No information set out in this announcement is intended to form the basis of any contract of sale, investment decision or any decision to purchase shares in the Company.

The information contained in this announcement is given at the date of its publication (unless otherwise marked) and is subject to updating, revision and amendment when the Prospectus is published.

Alvarium Securities is an appointed representative of Alvarium RE Limited, which is authorised and regulated in the United Kingdom by the FCA. The Sponsor is authorised and regulated in the United Kingdom by the FCA. Each of Alvarium Securities and the Sponsor is acting exclusively for the Company in connection with the matters described in this announcement and neither Alvarium Securities nor the Sponsor is acting for or advising any other person, or treating any other person as their respective client in relation thereto and neither Alvarium Securities nor the Sponsor will be responsible for providing the regulatory protection afforded to their respective clients, nor for providing advice to any other person in relation to the matters contained herein.

The shares of the Company have not been, and will not be, registered under the Securities Act or under the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold into or within the United States absent registration, except pursuant to an applicable exemption from, or in a transaction that is not subject to, the registration requirements of the Securities Act and in compliance with the securities laws of any relevant state or other jurisdiction of the United States. Moreover, the shares of the Company have not been, nor will they be, registered under the applicable securities laws of Australia, Canada, the Republic of South Africa, Japan or any member state of the EEA (other than the United Kingdom). Further, the Company is not, and will not be, registered under the US Investment Company Act of 1940, as amended. The shares of the Company will be offered outside of the United States pursuant to the provisions of Regulation S of the Securities Act. Subject to certain exceptions, the shares of the Company may not be offered or sold in the United States, Australia, Canada, the Republic of South Africa, Japan or any member state of the EEA (other than the United Kingdom or to professional investors in certain EEA member states for which marketing passports have been obtained) or to, or for the account or benefit of, any national, resident or citizen of the United States, Australia, Canada, the Republic of South Africa, Japan or any member state of the EEA (other than the United Kingdom or to professional investors in certain EEA member states for which marketing passports have been obtained). The Issue, and the distribution of this announcement, in other jurisdictions may be restricted by law and the persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions.

The value of shares and the income from them is not guaranteed and can fall as well as rise due to stock market and currency movements. When you sell your investment you may get back less than you originally invested. Figures refer to past performance and past performance is not a reliable indicator of future results. Returns may increase or decrease as a result of currency fluctuations.

This announcement may include statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology. All statements other than statements of historical facts included in this announcement, including, without limitation, those regarding the Company's financial position, strategy, plans, proposed acquisitions and objectives, are forward-looking statements.

Forward-looking statements are subject to risks and uncertainties and, accordingly, the Company's actual future financial results and operational performance may differ materially from the results and performance expressed in, or implied by, the statements. These factors include but are not limited to those described in the Prospectus. These forward-looking statements speak only as at the date of this announcement and cannot be relied upon as a guide to future performance. The Company, the Investment Adviser, the AIFM, the Sponsor and Alvarium Securities expressly disclaim any obligation or undertaking to update or revise any forward-looking statements contained herein to reflect actual results or any change in the assumptions, conditions or circumstances on which any such statements are based unless required to do so by the Financial Services and Markets Act 2000, the Prospectus Regulation, the Prospectus Regulation Rules of the Financial Conduct Authority, the EU Market Abuse Regulation or other applicable laws, regulations or rules.

None of the Company, the Investment Adviser, the AIFM, the Sponsor or Alvarium Securities, or any of their respective affiliates, accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to this announcement, including the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith. The Company, the Investment Adviser, the AIFM, the Sponsor and Alvarium Securities, and their respective affiliates, accordingly disclaim all and any liability whether arising in tort, contract or otherwise which they might otherwise have in respect of this announcement or its contents or otherwise arising in connection therewith.

Information to Distributors

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the "MiFID II Product Governance Requirements"), and disclaiming all and any liability whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the Ordinary Shares have been subject to a product approval process, which has determined that such securities are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment").

Notwithstanding the Target Market Assessment, distributors (such term to have the same meaning as in the MiFID II Product Governance Requirements) should note that: the market price of the Ordinary Shares may decline and investors could lose all or part of their investment; the Ordinary Shares offer no guaranteed income and no capital protection; and an investment in the Ordinary Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Issue.  Furthermore, it is noted that, notwithstanding the Target Market Assessment, Alvarium Securities will only procure investors (pursuant to the Placing) who meet the criteria of professional clients and eligible counterparties.

For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the Ordinary Shares. Each distributor is responsible for undertaking its own target market assessment in respect of the Ordinary Shares and determining appropriate distribution channels.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.

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