ALTAREA Share on:
Total demand of €434 million, representing a subscription rate of 124%
Altarea (the "Company") announces today the success of its capital increase with preferential subscription rights ("PSR") for an amount of approximately €350 million (the "Share Capital Increase").
« The success of this capital increase marks a new step in the process of acquiring Primonial, which will make Altarea an independent leader in real estate investment and development in Europe. The loyalty and confidence shown by our historical and recent shareholders, both institutional and individual, are a sign of support for our strategic and long-term growth plan ».
Alain Taravella, Chairman and Founder of Altarea.
Rationale for the Share Capital IncreaseThe net proceeds of the offering of the new shares will be used by the Company as part of the financing of the acquisition of Primonial Securities, as announced on June 30, 20211. The final agreements on the acquisition of 100% of the share capital2 for an enterprise value of €1.9 billion3 were signed on July 23, 2021 and Altarea confirmed the two-step acquisition planning4: the acquisition of a 60% controlling stake to be completed in Q1 2022 and the acquisition of the remaining 40% to be completed by the end of Q1 2024.
Through this transforming strategic transaction, Altarea steps up the implementation of its integrated model across the whole real estate value chain, by creating an unrivaled leader in Europe both in real estate investment and development.
Results of the Share Capital IncreaseThe gross proceeds of the Share Capital Increase (including the issue premium) amount to €350,058,562.50 and result in the issuance of 2,435,190 new shares (the "New Shares") at a subscription price of €143.75 per New Share.
At the end of the subscription period ended December 2, 2021, total demand amounted to approximately €434 million, representing a subscription rate of 124.1%:
- 2,371,236 new shares have been subscribed on an irreducible basis and represent approximately 97.4% of the New Shares to be issued;
- demand on a reducible basis involved 649,995 new shares and will therefore only be partially allocated, in the amount of 63,954 new shares allocated5
Following the settlement and delivery of the Share Capital Increase and to the Company's knowledge, Altarea's share capital will amount to €310,088,359.18 comprised of 20,293,271 shares, It will break down as follows:
Shareholder | Number of Shares and theoretical voting rights | Number of actual voting rights | ||
Concert Founders(a) | 9,065,267 | 44.7% | 9,065,267 | 45.1% |
Concert Extended(b) | 9,117,534 | 44.9% | 9,117,534 | 45.3% |
Crédit Agricole Assurances | 5,003,929 | 24.7% | 5,003,929 | 24.9% |
ABP (APG) | 1,438,606 | 7.1% | 1,438,606 | 7.2% |
Opus Investment et C. de Gournay | 329,278 | 1.6% | 329,278 | 1.6% |
BPCE VIE | 202,932 | 1.0% | 202,932 | 1.0% |
SOGECAP | 204,543 | 1.0% | 204,543 | 1.0% |
Treasury Shares | 175,201 | 0.9% | - | - |
Public (incl. FCPE) | 3,821,248 | 18.8% | 3,821,248 | 19.0% |
Total | 20,293,271 | 100.0% | 20,118,070 | 100.0% |
- Alain Taravella and Jacques Nicolet, founders of the Group, acting in concert, as well as the members of their family (Gautier Taravella, Matthieu Taravella, Sabine Masquelier) and the companies they control (AltaGroupe, Altager, Alta patrimoine et Everspeed).
- Concert existing between the founders, defined above, and Jacques Ehrmann.
Settlement and delivery of the new shares and commencement of trading on Euronext Paris are expected to take place on December 10, 2021.
The New Shares will entitle their holders to any dividends declared by Altarea as from the date of issuance. In particular, the new shares will entitle their holders to a €9.75 dividend per share in respect of the current financial year6. The new shares will be, as from their issuance date, fully fungible with Altarea's existing shares and will be traded under the same trading line and ISIN code as Altarea's existing shares (ISIN code FR0000033219).
The Capital Increase was conducted by a syndicate of banks including Natixis, Société Générale, along with BNP Paribas, Crédit Agricole Corporate and Investment Bank and Morgan Stanley Europe SE acting as Joint Global Coordinators, Lead Managers and Joint Bookrunners.
Lock-up undertakingsAltarea has agreed to a lock-up period starting on the signing date of the underwriting agreement and ending 90 calendar days after the settlement and delivery date of the share capital increase, subject to certain exceptions.
AltaGroupe, Alta Patrimoine, Altager, Predica, Crédit Agricole Assurances, Crédit Agricole Vita, Spirica, La Médicale, BPCE Vie, APG and SOGECAP have agreed to lock-up periods starting on the signing date of the underwriting agreement and ending 90 calendar days after the settlement and delivery of the Share Capital Increase, subject to certain exceptions. It is specified that in the event of termination of the underwriting agreement, lock-up commitments could be waived by the Company without the consent of the banks.
Availability of the ProspectusThe prospectus (the « Prospectus ») including (i) the 2020 universal registration document (document d'enregistrement universel) of Altarea filed with the AMF on March, 19, 2021 under number D.21-0158, (ii) the amendment to the 2020 universal registration document filed with the AMF on November 17, 2021 under number D.21-0058-A01 and (iii) a securities note (note d'opération) (including the summary of the prospectus) which was filed with the AMF and received approval under number 21-492 dated November 17, 2021 is available on the website of the AMF (www.amf-france.org) and the Company (www.altarea.com). Copies of the Prospectus are available free of charge at Altarea's registered office, 87, rue de Richelieu, 75002 Paris, France.
Risk factorsAmong the information included in the Prospectus, Investors' attention is drawn to the risk factors included in chapter 5.2 "Risk factors and risk control systems" of the 2020 universal registration document, as supplemented by section 2 "Risk Factors" of the amendment to the 2020 universal registration document and in section 2 "Risk Factors" of the securities note. In particular, investors are invited to take into consideration the main risks related to the Acquisition. The materialization of all or part of these risks is likely to have an unfavorable effect on the business, reputation, results, financial situation or perspectives of the Group. In addition, other risks, not yet identified or considered insignificant by the Group at the date of approval of the Prospectus by the AMF, could also have an unfavorable effect and investors could lose all or part of their investment.
1See the press release issued on June 30, 2021: "Altarea enters into exclusive negotiations with the shareholders of Primonial Group to create an independent leader in real estate investment and property development", available on altarea.com.
2The transaction perimeter includes real estate asset management (€31 billion in real estate assets managed from September 30, 2021) and Distribution, as well as a minority stake of 15% in La Financière de l'Echiquier.
3This amount includes the €800 million secured syndicated bank loan and for which Altarea is 100% surety and guarantor. Excluding potential earn-out for a maximum amount of €255m, payable in 2024, depending on the achievement of the 2022-2023 business plan.
4See the press release issued on November 8, 2021 concerning the quarterly information for the third quarter of 2021, available on altarea.com.
5According to a coefficient of 0.010269482 calculated according to the number of rights submitted in support of irreducible subscriptions without resulting in an allocation of fractions of New Shares and without the allocation being greater than the number of New Shares requested on a reducible basis.
6Subject to approval by the General Meetingcalled to approve the financial statements for 2021, shareholders will be asked to opt either (i) for 100% payment in cash or (ii) for 50% payment in shares and up to 50% in cash (with a 10% discount on the average opening price of the 20 trading days preceding the general meeting and after deduction of the dividend amount.
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Altaréa SCA published this content on 08 December 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 08 December 2021 07:11:07 UTC.
