Vastned Retail N : announces its intention to make a voluntary and conditional public takeover bid of €57.50 per share in cash for all not owned shares in Vastned Retail Belgium NV.
January 14, 2018 at 03:14 pm
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After the intended takeover bid, Vastned Retail Belgium will remain a key subsidiary of Vastned. The intended takeover bid will not affect employment at Vastned Retail Belgium. Vastned also does not expect a substantial change in the strategy of Vastned Retail Belgium, other than waiving the public regulated real estate company (public BE-REIT) status and adopting the status of a specialised real estate investment fund (FIIS). In this context, the stock exchange listing of Vastned Retail Belgium will also be cancelled.
The intended takeover bid will state a number of conditions, including an acceptance threshold of at least 90% of the shares to which the intended takeover bid applies (which, taking into account the participation already held, presupposes a total participation of 96.55%), the resolution of the extraordinary general meeting of shareholders of Vastned Retail Belgium to relinquish the status of public BE-REIT and simultaneously take on FIIS status, and the absence of any material adverse effect arising after the date of this announcement, and will further be subject to the other conditions that will be set out in the prospectus.
After the initial acceptance period of the intended takeover bid, Vastned, to the extent the conditions therefor have been met, will make a simplified squeeze-out with a view to the simultaneous acquisition of all shares in Vastned Retail Belgium and the conversion into a specialised real estate investment fund.
This announcement solely expresses an intention and is not a formal notice of a voluntary public takeover bid within the meaning of the Belgian Royal Decree of 27 April 2007 and the Belgian Act of 1 April 2007 on public takeover bids. Whether, when and at what conditions the intended takeover bid will be made, is dependent on a number of factors, including general market conditions, the further evolution of the financial markets and the evaluation of the offer price by an independent expert who will be appointed by the independent directors of Vastned Retail Belgium, as the intended takeover bid is made by the controlling shareholder of Vastned Retail Belgium, and who will issue a valuation report within the meaning of Article 23 of the Belgian Royal Decree of 27 April 2007 on public takeover bids.
If Vastned should resolve to make a formal bid, full details thereof will be set out in a prospectus that will be submitted to the Belgian Financial Services and Markets Authority (FSMA). The board of directors of Vastned Retail Belgium will study this prospectus and further explain its position in a memorandum of response. The independent directors will be assisted in this by an independent expert.
Kempen will act as sole financial adviser to Vastned, and Eubelius will act as legal adviser.
VastNed Retail NV published this content on 14 January 2018 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 14 January 2018 20:14:10 UTC.
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Vastned Retail N.V. is a European listed property company focusing on the best retail property on the popular high streets of selected European cities with a historic city centre, also referred to as « core city assets ». The tenants of VastNed Retail N.V. include international and national department stores that are leading in their sector; major luxury, fashion and sports brands; supermarkets; and a wide range of other retailers.
By investing in historic city centres Vastned Retail N.V. contributes to the preservation of the cultural heritage in these city centres. Vastned Retail N.V. also provides a positive contribution to the liveability and safety in city centres by creating and renovating residential space above retail units. In this way, the company endeavours to create long-term value for its shareholders, tenants, employees and society as a whole.
At year-end 2023, the group's real estate portfolio amounted to EUR 1,373 million. Over 80% of the portfolio is comprised of property located in the historic centres of selected European cities. The remainder of the portfolio is mostly made up of Belgian retail parks, supermarkets and high-quality retail property in smaller cities in the Netherlands and Belgium.
Vastned Retail N : announces its intention to make a voluntary and conditional public takeover bid of €57.50 per share in cash for all not owned shares in Vastned Retail Belgium NV.
VASTNED RETAIL N.V. 
