BEFIMMO SA Press release
Regulated information
Embargo | 30 November 2015 | After closing of the stock exchange
CREATING VALUE IN REAL ESTATE
THIS PRESS RELEASE IS NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE PROHIBITED BY APPLICABLE LAW
Successful completion of the private placement of 535,329 treasury shares
Befimmo SA announces the successful completion of the private placement of 535,329 treasury shares;
ING and Kempen & Co acted as Joint Bookrunners in the private placement;
The private placement decreases Befimmo's LTV ratio by 1.2% (in absolute terms).
Successful completion of the private placement of 535,329 treasury shares
Befimmo announces the successful completion of the private placement of 535,329 treasury shares, owned by Befimmo and representing 2.4% of its outstanding shares.
The 535,329 shares were successfully placed with qualified investors outside the US (pursuant to Regulation S of the US Securities Act of 1933), Canada, Australia or Japan, at a price of €55.5 per share. The shares rank pari passu in all respects with the existing shares of the Company.
Through this transaction, Befimmo raised €29.7 million. The proceeds will be used to strengthen the Company's balance sheet. The placement of the shares decreases the LTV1 ratio by -1.2%2 (in absolute terms).
In the framework of this private placement, Befimmo has agreed to a lock-up with respect to new equity offerings for a term of 90 days, subject to customary exceptions.
Following this press release, trading in the Befimmo stock on Euronext Brussels, which was suspended during the placement, will be resumed.
ING and Kempen & Co acted as Joint Bookrunners in the private placement.
1 Loan-to-value (LTV): [(nominal financial debt - cash)/portfolio fair value].
2 Calculation based on an LTV ratio of 46.06% on 30 September 2015.
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Further information:
Befimmo SA
Caroline Kerremans - IR & External Communication ManagerEmail: c.kerremans@befimmo.be | www.befimmo.be
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IMPORTANT INFORMATION
THIS PRESS RELEASE IS NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE PROHIBITED BY APPLICABLE LAW
This press release is published only as regulated information pursuant to Article 35 of the Royal Decree of 14 November 2007 concerning the obligations of issuers of financial instruments admitted to trading on a regulated market.
This press release is for general information only and does not constitute, or form part of, an offer to sell or issue, or any solicitation of an offer to purchase or subscribe for shares of Befimmo SA (the 'Company' or 'Befimmo'). This press release is not for distribution, directly or indirectly, in the United States of America, Australia, Canada, Japan or any other jurisdiction where to do so would be prohibited by applicable law. Any persons reading this press release should inform themselves of and observe any such restrictions.
In particular, this press release is not directed at persons located in or into the United States (including its territories and dependencies, any State of the United States and the District of Columbia), Canada, Australia or Japan and may not be released, published or distributed, directly or indirectly, in or into the United States, Canada, Australia and Japan. It does not constitute or form part of an offer or solicitation to buy securities in the United States, Canada, Australia or in Japan. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the 'Securities Act') and may not be offered or sold in the United States except pursuant to registration under, or an exemption from the registration requirements of, the Securities Act. The Company and its affiliates have not registered, and do not intend to register, any portion of the offering of the securities concerned in the United States, and do not intend to conduct a public offering of securities in the United States.
In any Member State of the European Economic Area that has implemented the Prospectus Directive, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of Article 2(1)(e) of the Prospectus Directive. The expression 'Prospectus Directive' means Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU, to the extent implemented in any relevant Member State) and includes any relevant implementing measures in any Member State.
No communication or information related to the placement of Befimmo securities may be distributed to the public in jurisdictions where prior registration or approval is required for that purpose. No steps have been taken or will be taken relating to the offering of Befimmo securities in any jurisdiction in which such steps would be required.
In any Member State of the European Economic Area that has implemented the Prospectus Directive, the private placement referred to herein is only directed at (i) qualified investors as defined under Article 3 of the Belgian Act concerning public offering of investment instruments and admission of investment instruments to trading on regulated markets and (ii) qualified investors, within the meaning of Article 2(1)(e) of the Prospectus Directive.
This press release cannot be relied on for any investment contract or decision.
Certain statements in this press release may be considered 'forward-looking'. Such forward-looking statements are based on current expectations, and, accordingly, entail and are influenced by various risks and uncertainties. Forward-looking statements involve a number of known and unknown risks, uncertainties and other factors, many of which are difficult to predict and generally beyond the control of the Company. Forward-looking statements may and often do differ materially from actual results. The Company therefore cannot provide any assurance that such forward-looking statements will materialize and expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statement contained in this press release.
The purchase of Befimmo securities is subject to specific legal and regulatory restrictions in certain jurisdictions. Befimmo assumes no responsibility for any violation by any person of the aforementioned restrictions.
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