CapitaLand Integrated Commercial Trust : Completion Of The Acquisition Of 50.0% Interest In 101-103 Miller Street And Greenwood Plaza, North Sydney, Australia
06/21/2022 | 05:34am EDT
CAPITALAND INTEGRATED COMMERCIAL TRUST
(Constituted in the Republic of Singapore pursuant to a trust deed dated 29 October 2001 (as amended))
COMPLETION OF THE ACQUISITION OF 50.0% INTEREST IN 101-103 MILLER STREET
AND GREENWOOD PLAZA, NORTH SYDNEY, AUSTRALIA
Capitalised terms used herein, unless otherwise defined, shall have the meaning ascribed to them in the announcement dated 23 December 2021 titled "Proposed Acquisition of 50.0% interest in 101-103 Miller Street & Greenwood Plaza, North Sydney, Australia" (the "Acquisition Announcement").
Further to the Acquisition Announcement, CapitaLand Integrated Commercial Trust Management Limited, in its capacity as manager of CapitaLand Integrated Commercial Trust
("CICT", and the manager of CICT, the "Manager"), wishes to announce that the acquisition of a 50.0% interest in 101-103 Miller Street and Greenwood Plaza, North Sydney, Australia (the "Acquisition") has been completed.
Use of Proceeds of the Private PlacementIn addition, the Manager refers to:
the announcement dated 8 December 2021 titled "Close of the Private Placement of
127,551,000 New Units in CapitaLand Integrated Commercial Trust at an Issue Price of S$1.960 per New Unit" (the "8 December Announcement"); and
the announcement dated 23 December 2021 titled "Use of Proceeds" in relation to the utilisation of proceeds from the Private Placement (the "23 December Announcement"); and
the announcement dated 24 March 2022 titled "Completion of the Proposed Acquisition of 66 Goulburn Street and 100 Arthur Street, Sydney, Australia" (the "24 March Announcement").
In connection with the Acquisition, S$76.01 million (which is equivalent to 30.4% of the gross proceeds of the Private Placement) has been utilised to fund the Acquisition. As the transaction- related expenses for the Private Placement was S$3.5 million instead of S$4.1 million, the remaining proceeds of S$0.6 million originally allocated to the transaction-related expenses for the Private Placement has been re-deployed to fund the Acquisition.
1 As CICT had, as disclosed in the 23 December Announcement that prior to the deploying of the rest of the net proceeds from the Private Placement, the Manager had for capital management purposes, utilised approximately S$192.1 million to repay certain borrowings, the approximately S$75.2 million utilised to fund the Acquisition is funded via additional borrowings. The remaining S$0.6 million was re-deployed from the amount originally allocated to the transaction-related expenses for the Private Placement. As figures are rounded to one decimal place, the discrepancy between the individual amounts and the total is due to rounding.
In addition, as mentioned in the 23 December Announcement, approximately S$20.5 million (which is equivalent to approximately 8.2% of the gross proceeds of the Private Placement) has been utilised to fund the deposit for the Acquisition. Other than the redeployment of the balance of the transaction-related expenses for the Private Placement to fund the Acquisition, the use of the proceeds for the Acquisition is in accordance with the stated use and percentage of the gross proceeds of the Private Placement as stated in the 8 December Announcement.
The table below sets out a summary of the actual utilisation of the proceeds of the Private Placement.
Use of Proceeds
Acquisition of 50.0% interest of 101-103 Miller Street and
Greenwood Plaza, North Sydney, Australia
Acquisitions of all the units in Acacia Goulburn Trust which S$150.0 million3 holds the property located at Civic Tower, 66 Goulburn Street,
Sydney, Australia and all the units in Acacia Arthur Trust which holds the property located at 100 Arthur Street, Sydney, Australia
Transaction-related expenses, including professional fees and S$3.5 million expenses, incurred or to be incurred by CICT in connection with
the Private Placement
Following the above-mentioned use of proceeds, the proceeds from the Private Placement have been fully utilised.
As manager of CapitaLand Integrated Commercial Trust
Lee Ju Lin, Audrey
21 June 2022
Comprising (i) S$20.5 million which was used to finance the deposit payable for the Acquisition; and (ii) S$76.0 million which was used to fund the remaining payment for the Acquisition.
Comprising (i) S$33.1 million which was used to finance the deposit payable for the acquisitions of all the units in Acacia Goulburn Trust and Acacia Arthur Trust; and (ii) S$116.9 million which was used to fund the remaining payment for such acquisitions, as stated in the 24 March Announcement.
This announcement is not for release, publication or distribution, directly or indirectly, in or into the United States, European Economic Area the United Kingdom, Canada, Japan or Australia, and should not be distributed, forwarded to or transmitted in or into any jurisdiction where to do so might constitute a violation of applicable securities laws or regulations.
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 absent registration or an exemption from registration under the U.S. Securities Act or under the securities laws of any state or other jurisdiction of the United States, and any such new Units may not be offered or sold within the United States except pursuant to an exemption from, or transactions not subject to, the registration requirements of the U.S. Securities Act and in compliance with any applicable state securities laws. Any public offering of securities to be made in the United States would be made by means of a prospectus that may be obtained from an issuer and would contain detailed information about such issuer and the management, as well as financial statements. There will be no public offering of the securities referred to herein in the United States.
The past performance of CapitaLand Integrated Commercial Trust ("CICT") is not indicative of future performance. The listing of the units in CICT ("Units") on the Singapore Exchange Securities Trading Limited (the "SGX-ST") does not guarantee a liquid market for the Units. The value of the Units and the income from them may fall as well as rise. Units are not obligations of, deposits in, or guaranteed by, CapitaLand Integrated Commercial Trust Management Limited, as manager of CICT (the "Manager"), or any of its affiliates. An investment in the Units is subject to investment risks, including the possible loss of the principal amount invested. Investors have no right to request that the Manager redeem or purchase their Units while the Units are listed on the SGX-ST. It is intended that holders of Units may only deal in their Units through trading on the SGX-ST.
This announcement is for information only and does not constitute an invitation or offer to acquire, purchase or subscribe for Units.
This announcement may contain forward-looking statements that involve assumptions, risks and uncertainties. Actual future performance, outcomes and results may differ materially from those expressed in forward-looking statements as a result of a number of risks, uncertainties and assumptions. Representative examples of these factors include (without limitation) general industry and economic conditions, interest rate trends, cost of capital and capital availability, competition from other developments or companies, shifts in expected levels of occupancy rate, property rental income, charge out collections, changes in operating expenses (including employee wages, benefits and training costs), governmental and public policy changes and the continued availability of financing in the amounts and the terms necessary to support future business. Investors are cautioned not to place undue reliance on these forward-looking statements, which are based on the Manager's current view on future event.
CapitaLand Integrated Commercial Trust published this content on 21 June 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 June 2022 09:33:02 UTC.