NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES OF AMERICA,
24 November 2021, 2:15pm,
- VGP is launching a capital increase in cash by means of a private placement of new shares via an accelerated bookbuild offering to international institutional investors (the ‘Capital Increase’)
- VGP is seeking to raise gross proceeds in the Capital Increase of approximately € 300 million
- The accelerated bookbuild procedure will start immediately after publication of this press release
- VGP has requested that trading of VGP shares on the Euronext Brussels’ regulated market be suspended until the results of the Capital Increase are published in a press release, which is expected on or around Wednesday
24 November 2021 - The company will use the net proceeds from the Capital Increase primarily to increase its financial purchasing power and strengthen its shareholders’ equity in order to finance the investment pipeline and to be able to capitalize on additional investment opportunities
- The expected gross proceeds from the Capital Increase have an estimated pro-forma impact of (11.9%) on the gearing ratio reducing it to 18.5% based on a pro forma semi-annual balance sheet (from 30.4% as at
30 June 2021 )
VGP’s Chief Executive Officer, Mr.
STRUCTURE
- The Capital Increase shall take place by means of a private placement via an accelerated bookbuild offering to eligible investors through the Syndicate Banks including to (i) qualified investors in the European Economic Area and in the
United Kingdom , as defined in Article 2(e) of the (UK ) Prospectus Regulation and in accordance with the prospectus exemption provided in Article 1.4(a) of the (UK ) Prospectus Regulation, (ii) withinSwitzerland exclusively to investors that qualify as professional clients within the meaning of the Swiss Federal Act on Financial Services (Finanzdienstleistungsgesetz) of15 June 2018 , as amended (‘FinSA’) and (iii) inthe United States , to qualified institutional buyers, as defined in Rule 144A of the US Securities Act of 1933, as amended (the ‘US Securities Act’), in accordance with Rule 144A or any other available exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act - This Capital Increase shall take place within the authorised capital, with cancellation of the legal preferential subscription right of existing shareholders
- The final issue price and the final number of new shares to be issued, shall be determined by VGP in consultation with the Joint Global Coordinators
NEW SHARES
- The new shares shall be issued in accordance with Belgian law and are ordinary shares that represent the capital, in the same form as the existing shares. They shall confer the same rights as the existing shares
- The new shares shall be entitled to dividends from the moment of admission. The new shares therefore confer the right to dividend payable
- As part of the Capital Increase, VGP shall submit a request to Euronext Brussels for the admission to trading of the new shares to be issued as a result of the Capital Increase, and expects the new shares to be admitted to trading on the Euronext Brussels’ regulated market immediately after their issue, which is expected on or around Friday
26 November 2021
SYNDICATE
J.P. Morgan AG andKBC Securities SA /NV are acting as Joint Global Coordinators and Joint Bookrunners of the Capital Increase, withBNP Paribas Fortis SA/NV andBelfius Bank SA/NV in cooperation withKepler Cheuvreux SA acting as Joint Bookrunners (altogether referred to as the ‘Syndicate Banks’)- As part of the Capital Increase, VGP will be subject to a 180-day lock-up which will be subject to customary exceptions and may only be waived with the consent of the Joint Global Coordinators
EXPECTED CAPITAL INCREASE TIMETABLE
Launch of accelerated bookbuild and suspension of VGP shares during trading | Wednesday |
Accelerated bookbuild (intra-day) | Wednesday |
Press release on the results of the accelerated bookbuild, the issue price and the number of new shares to be issued – resumption of trading of VGP shares (subject to acceleration/extension) | Wednesday |
Definitive allocation of new shares | Wednesday |
Payment for the new shares subscribed for | Friday |
Determination of the realization of the Capital Increase and delivery of new shares to subscribers | Friday |
Admission to trading of the new shares on the regulated market of Euronext | Friday |
CONTACT DETAILS FOR INVESTORS AND MEDIA ENQUIRIES
Martijn Vlutters (VP – | Tel: +32 (0)3 289 1433 |
Petra Vanclova ( | Tel: +42 0 602 262 107 |
Tel: +49 152 288 10363 |
ABOUT VGP
VGP is a pan-European developer, manager and owner of high-quality logistics and semi-industrial real estate. VGP operates a fully integrated business model with capabilities and longstanding expertise across the value chain. The company has a development land bank (owned or committed) of 10.49 million m² and the strategic focus is on the development of business parks. Founded in 1998 as a Belgian family-owned real estate developer in the
For more information, please visit: http://www.vgpparks.eu
DISCLAIMER
This announcement shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.
This announcement is not for distribution, directly or indirectly in
This announcement does not constitute an offer of securities in
In a Member State of the European Economic Area an offer of securities to which this communication relates is only addressed to and is only directed at qualified investors in that Member State and the
In the
In relation to
Attachment
- VGP - Launch Press Release (EN) 20211124
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