{"id":9144,"date":"2014-07-08T08:38:20","date_gmt":"2014-07-08T06:38:20","guid":{"rendered":"https:\/\/www.gruppoigd.it\/acquisizione-di-un-portafoglio-immobiliare-strategico-e-lancio-di-un-aumento-di-capitale-di-euro-200-milioni\/"},"modified":"2018-07-03T21:34:11","modified_gmt":"2018-07-03T19:34:11","slug":"acquisizione-di-un-portafoglio-immobiliare-strategico-e-lancio-di-un-aumento-di-capitale-di-euro-200-milioni","status":"publish","type":"post","link":"https:\/\/www.gruppoigd.it\/en\/acquisizione-di-un-portafoglio-immobiliare-strategico-e-lancio-di-un-aumento-di-capitale-di-euro-200-milioni\/","title":{"rendered":"Acquisition of a strategic property portfolio and launch of a Eur 200 million rights issue"},"content":{"rendered":"
<\/div>\n
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IGD SIIQ SPA\u2019S BOARD OF DIRECTORS HAS RESOLVED UPON:<\/strong><\/p>\n

\n

    \n
  • The purchase of a core properties portfolio from Coop Adriatica and Unicoop Tirreno for \u20ac92.7 million, plus related charges and transfer tax;<\/strong><\/li>\n
  • The proposal of a cash share capital increase of up to \u20ac200 million, through a rights issue offered to all the shareholders, to be submitted to the Extraordinary Shareholders\u2019 Meeting;<\/strong><\/li>\n
  • The two transactions will allow IGD to continue pursuing its growth and value creation for its shareholders and strengthen its capital and financial structure;<\/strong><\/li>\n
  • The Group\u2019s\u00a0main financial and economic indicators are expected to improve: EBITDA (+\u20ac6.2 million), FFO (approx. + \u20ac10 million), ICR (> 2 X) and LTV (< 50%);<\/strong><\/li>\n
  • Coop Adriatica and Unicoop Tirreno have undertaken to subscribe for their portion of the capital increase;<\/strong><\/li>\n
  • A \u00a0pre-underwriting agreement has been entered into with BNP Paribas for the subscription of the unexercised portion (if any) of the share capital increase.<\/strong><\/li>\n<\/ul>\n<\/div>\n
    \n

    Yesterday, in a meeting chaired by Gilberto Coffari, the Board of Directors of IGD – Immobiliare Grande Distribuzione SIIQ S.p.A. (\u201cIGD\u201d<\/strong>\u00a0or the\u00a0\u201cCompany\u201d<\/strong>) has resolved upon the signing of two preliminary agreements for the purchase of a portfolio of core properties (the\u00a0\u201cPortfolio\u201d<\/strong>\u00a0or the\u00a0\u201cProperties\u201d<\/strong>). The Portfolio includes a shopping center and two hypermarkets owned by Coop Adriatica S.c.a r.l. (\u201cCoop Adriatica\u201d) and two supermarkets owned by Unicoop Tirreno S.C. (\u201cUnicoop Tirreno\u201d<\/strong>\u00a0and, together with Coop Adriatica, the\u00a0\u201cCoops\u201d<\/strong>), the Company\u2019s controlling shareholders, for \u20ac 92.665 million, plus ancillary charges and transfer taxes (for approximately \u20ac 2.1 million).<\/p>\n

    At the same time, IGD resolved to submit to the Extraordinary Shareholders Meeting the approval of a cash share capital increase of up to \u20ac200 million, by means of a rights issue to be offered to all shareholders (the\u00a0\u201cCapital Increase\u201d<\/strong>), aimed at financing the acquisition of the Properties and strengthening the Company\u2019s capital and financial structure.<\/p>\n

    The purchase of the Properties is conditional upon the execution of the Capital Increase and will be finalized thereafter<\/p>\n

    The acquisition of the Portfolio and the Capital Increase represent altogether a significant step in the SIIQ strategy of IGD, which calls for the Company to act as an aggregator of core property portfolios that contribute to the growth and value creation dynamics to the benefit of the Company and its shareholders.<\/p>\n

    The IGD Group\u2019s FFO is expected to increase by approximately \u20ac10 million, thanks to the the cash flow generated by the Portfolio (increased revenues and lower costs on one asset currently held in leasehold) and the lower financial charges thanks to the proceeds generated by the Capital Increase.<\/p>\n

    ,\u201cThe purchase of the properties and the capital increase fit perfectly within the strategy announced by IGD in the Business Plan 2014-2016 and help improving both its economic and financial profile\u201d\u00a0<\/em>Claudio Albertini, IGD \u2013 Immobiliare Grande Distribuzione SIIQ S.p.A.\u2019s Chief Executive Officer\u00a0<\/strong>stated\u00a0\u201cThe purchase of the properties from Coop Adriatica and Unicoop Tirreno is in line with IGD\u2019s real estate strategy which, from the beginning, is based on the industrial, strategic and commercial partnership with the Coops and will positively contribute to the Group\u2019s growth both in terms of size and market visibility. \u00a0With regard to the capital increase, this step confirms the continuous commitment of the shareholders to the Company and, moreover, is taking place at a time when capital markets are particularly favorable thanks to the significant inflows of liquidity in the market, along with historic low yields and the renewed international investors\u2019 interest into Southern Europe, in general, and, in particular, into Italy\u201d.<\/em><\/p>\n

    More in detail, the Portfolio includes a shopping center (Citt\u00e0 delle Stelle in Ascoli Piceno, consisting of a mall and a hypermaket), hypermarkets (Schio and Cesena Lungo Savio) and 2 supermarkets (Cecina and Civita Castellana). The Portfolio comprises asset leader on a regional basis in terms of client recognition and appeal. In addition, through the acquisition of the hypermarket in Cesena, IGD will regroup the entire ownership \u00a0of theof the Lungo Savio site (the hypermarket will be added to the shopping mall that IGD already owns), allowing IGD to optimize its property management operations and facilitate ponteital repositioning\/development actions. This applies also to the shopping mall in Ascoli Piceno where IGD currently manages directly the building based on a leasehold agreement with Coop Adriatica and, while already owning the commercial going-concern,\u00a0 will become the sole owner of Citt\u00e0 delle Stelle, leveraging on its deep understanding of the asset.<\/p>\n

    From an operational perspective, the supermarkets and the hypermarkets located within the Properties will be acquired and then leased-back under long-term lease agreements (18 years) to Coop Adriatica and Unicoop Tirreno, lessees of high industrial and financial standing, \u00a0and will \u00a0be operated under the sector leading Coop and Ipercoop brands. Thanks to double-net lease agreements, the Properties will moreover be featured by limited operating costs and by the charging to the tenants of\u00a0 (both ordinary and extraordinary) maintenance costs, thus contributing to increase IGD\u2019s cash flow and margins with no additional operational risks.<\/p>\n

    The purchase of the Properties has been approved by IGD\u2019s Board of Directors, with the support of real estate appraisals provided by Cushman & Wakefield for each asset, following the favorable opinion of the Committee for Related Party Transactions, supported by a fairness opinion prepared by Ernst & Young Financial-Business Advisors on the financial fairness of the transaction.<\/p>\n

    The Capital Increase is a very relevant milestone for IGD from both a strategic and industrial point of view and facilitates the pursuit of the already announced growth and investment targets. \u00a0At the same time, the transaction results in a reduction of current financial leverage and an improvement in IGD\u2019s main leverage ratios (Loan to Value below 50% and the Interest Cover Ratio above 2x)\u00a0favoring a convergence towards \u00a0the levels set by the main real estate companies active in the European property retail sector.<\/p>\n

    A stronger financial structure will allow an easier access to the debt capital markets as a source of funding in addition to bank lending and represents, in the Company\u2019s opinion, an important step toward financial parameters more in line with those of investment grade rated real estate players and with a correlated positive impact on the cost of debt.<\/p>\n

    As a result of the transaction IGD\u2019s capitalization should also increase providing greater visibility and liquidity for the Company\u2019s shares. \u00a0At the same time the weight of IGD in the main reference indices should also increase, allowing the Company to \u00a0strengthen its position as a primary player in the retail\/commercial segment of the Italian real estate sector.<\/p>\n

    IGD will publish an information document in connection with the acquisition of the Properties pursuant to Consob Regulation n. 17221\/2010.<\/p>\n

    BNP Paribas acted as the financial advisor and Sole Global Coordinator, while Chiomenti Studio Legale acted as legal advisor<\/p>\n

    **********<\/p>\n

    IGD\u2019s Board of Directors also resolved to convene an Extraordinary Shareholders\u2019 Meeting on 7 August 2014\u00a0 and 8 August 2014 , in first and second call, respectively.<\/p>\n

    The Shareholders\u2019 Meeting will be convened to approve the cash share capital increase, to be carried-out in one or more instances, for up to \u00a0\u20ac200 million (including aadditional paid-in capital) \u00a0to be completed by 31 March 2015 through the issue of ordinary shares with no par value and regular entitlement. The new shares will be offered on a pre-emptive basis to shareholders pursuant to Art. 2441, first paragraph, of the Italian Civil Code, in proportion to the number of shares held. \u00a0The share capital increase proposal foresees that the Board of Directors will determine, on or around the launch date, in accordance with standard market practices, the subscription price, the amount of additional paid-in capital, the number of newly issued shares and the issue ratio.<\/p>\n

    Unicoop Tirreno and Coop Adriatica, IGD\u2019s majority shareholders, have agreed to subscribe for their portion of the share capital increase which amounts to approximately 56.92% (equal to some \u20ac114 million).<\/p>\n

    With regard to the remaining portion, the rights offering will be assisted by a syndicate promoted, coordinated and managed by BNP Paribas, who will act as Sole Global Coordinator and Bookrunner for the capital increase and who has already signed a pre-underwriting agreement for the subscription of the new shares that will result unexercised at the end of the rights issue offer.<\/p>\n

    Subject to the shareholders\u2019 approval of the Capital Increase and the required authorizations from competent authorities, the rights issue for the subscription of the newly issued shares offering period is expected to be closed by October 2014.<\/p>\n

    Claudio Albertini \u2013 Chief Executive Officer \u2013 and the management of IGD will hold an analyst conference call, \u00a0\u00a0this afternoon at 3.00 p.m..<\/p>\n<\/div>\n<\/div>\n","protected":false},"excerpt":{"rendered":"

    The Board of Directors of IGD\u00a0has resolved upon the signing of two preliminary agreements for the purchase of a portfolio of core properties<\/p>\n","protected":false},"author":6,"featured_media":0,"comment_status":"closed","ping_status":"closed","sticky":false,"template":"","format":"standard","meta":{"footnotes":""},"categories":[86],"tags":[94],"class_list":["post-9144","post","type-post","status-publish","format-standard","hentry","category-price-sensitive-en","tag-operazioni-straordinarie-en"],"acf":[],"_links":{"self":[{"href":"https:\/\/www.gruppoigd.it\/en\/wp-json\/wp\/v2\/posts\/9144","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/www.gruppoigd.it\/en\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/www.gruppoigd.it\/en\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/www.gruppoigd.it\/en\/wp-json\/wp\/v2\/users\/6"}],"replies":[{"embeddable":true,"href":"https:\/\/www.gruppoigd.it\/en\/wp-json\/wp\/v2\/comments?post=9144"}],"version-history":[{"count":2,"href":"https:\/\/www.gruppoigd.it\/en\/wp-json\/wp\/v2\/posts\/9144\/revisions"}],"predecessor-version":[{"id":9945,"href":"https:\/\/www.gruppoigd.it\/en\/wp-json\/wp\/v2\/posts\/9144\/revisions\/9945"}],"wp:attachment":[{"href":"https:\/\/www.gruppoigd.it\/en\/wp-json\/wp\/v2\/media?parent=9144"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/www.gruppoigd.it\/en\/wp-json\/wp\/v2\/categories?post=9144"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/www.gruppoigd.it\/en\/wp-json\/wp\/v2\/tags?post=9144"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}