27 Feb 2015 | 12:46 pm | 1 min. read
International Law Firm Pinsent Masons advises Redefine International P.L.C. ("Redefine International"), the FTSE 250 income focused UK-REIT, on the acquisition of 56 retail properties in Germany in a 50/50 joint venture (the "Joint Venture") with Redefine Properties Ltd ("Redefine Properties"), the Company's largest shareholder. The properties were bought from a UK based joint venture of South African and Israeli investors.
The 56 properties total over 128,000 sqm of lettable area and comprise a mix of stand-alone supermarkets, foodstore anchored retail parks and cash and carry stores which are mainly rented to Edeka, Netto, Rossmann and Real.
The Portfolio is valued at €156.8m and was acquired together with existing bank debt of €100.0m (the "Transaction"), which the Joint Venture intends to refinance immediately after the Transaction closes. The net consideration of approximately €57.4 million, including the acquisition costs and net working capital, will be funded equally by Redefine International and Redefine Properties from existing cash resources.
As part of the Transaction, Redefine International will manage the Portfolio for the Joint Venture. The Transaction is Redefine Properties' first direct investment in Europe and allows Redefine Properties to benefit from Redefine International's experienced European asset management team.
Pinsent Masons advised Redefine International P.L.C. on all legal aspects of the acquisition, including joint venture and management agreements.
Background: Redefine International P.L.C. is a long standing client of Pinsent Masons, both in the UK and Germany. Redefine International regularly instructs Pinsent's German Real Estate Team led by partner Joern Fingerhuth since the opening of Pinsent Masons' Munich office in 2012, e.g. on the acquisition of three large shopping centres in Germany from CMC Capital in 2013.
The transaction involved several jurisdictions including Luxemburg, UK, Germany and South Africa which required a highly experienced, multi-jurisdictional legal project management team for both Sellers and Redefine International. Further, complex, Pan European finance requirements as well as several listing requirements in the UK and South Africa needed to be observed due to the joint venture structure and Redefine Properties as Redefine International's largest shareholder investing alongside Redefine International.
Advisors of Redefine International P.L.C.:
Pinsent Masons: Jörn Fingerhuth (Partner, Real Estate/M&A, Munich, joint lead), Howard Gill (Partner, Capital Markets/M&A, Manchester, joint lead), Mark Leonard (Partner, Real Estate Finance, Munich), Werner Geißelmeier (Partner, Real Estate Tax, Munich), Christian Lütkehaus (Consultant, Asset Management, Munich), Dr. Holger Kessen (Legal Director, Real Estate Finance, Munich), Marina Arntzen, Anke Kötter, LL.M., Olivia Irrgang (all Real Estate/M&A, Munich), Jana Sichelschmidt (Real Estate Finance, Munich), Veit Kachelmann (Real Estate Tax, Munich) Amie Norries, Alasdair Weir (both Corporate/M&A, Manchester),
HauckSchuchardt: Henning Schuchardt-Weymann, Dominik Berker
Stibbe, Luxemburg: Claire-Marie Darnand, Frédéric Pilorget, Valérie-Anne Demulier
Advisors of Sellers:
King & Wood Mallesons, London: Stephen Cowins (Partner), James Breffit (Senior Associate)
Hebert Smith Freehills, Frankfurt: Johann Rumetsch, Dr. Andreas Wüsthoff (both Of Counsel)
Beerens & Avocats, Luxemburg: Cedric Bless, Audrey Jarraton
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