Real Estate sector expertise - Review of 2011

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Real estate matters.

Real estate sector expertise Review of 2011



Real estate capital – public markets UK AREA Property Partners/Delancey (consortium) – £1bn consortium public to private acquisition of listed real estate company Minerva

Germany Deutsche Bank and others as underwriters c. €800m IPO – residential investment company, GSW Immobilien AG

Dubai Emaar Properties – issuance of a US$500m convertible bond

Real estate capital – public markets UK J.P.Morgan/RBS/UBS/HSBC (as Managers) – Derwent London issuance of £175m Guaranteed Convertible Bonds

European Prologis – Merger of Prologis and AMB management companies in France, Germany and the Netherlands (in the context of the global merger between Prologis and AMB Property Corporation)

Real estate M&A UK

UK Capital & Counties – £100m dual currency placing of just under 10% of its existing share capital

Hong Kong HKD6.22bn (US$797.5m) 2.30% Guaranteed Convertible Bonds due 2014, convertible into ordinary shares by The Wharf (Holdings) Limited

UK Capital Shopping Centres PLC – potential £2.9bn approach by Simon Property Group, Inc

Austria Credit Suisse (as Global Coordinator, Joint Lead Manager and Dealer Manager) and others – IMMOFINANZ AG’s c. €515m pre-emptive new convertible bond issue and cash tender offer for two existing convertible bonds

UK Credit Suisse/Renaissance Capital/ VTB Capital – US$575m London IPO for Russian residential developer, Etalon Group

European Prologis – €1.2bn offer for the ordinary and preferred units in Prologis European Properties Fund

Germany J.P. Morgan Securities, UBS (as Joint Global Coordinators and Joint Bookrunners) – €267.9m offering of shares in Alstria Office REIT-AG

Brazil Sonae Sierra Brasil – BRL465m (US$285.5m) IPO in Brazil

AREA Property Partners – CHF126.5m (€96.7m) sale of the Centre des Technologies Nouvelles (CTN) in Geneva to an Israeli consortium

France Beacon Capital purchase from AXA of 50% of the shares of the company owning the Tower First in La Défense in Paris

Luxembourg McArthurGlen Group – Joint venture set up by McArthurGlen and Airest to develop retail businesses at airports

Real estate M&A Belgium Shurgard – €172m acquisition of 80% participation in 72 European self-storage properties from its joint venture partner Arcapita

France Advising Intermarché on its acquisition of four joint ventures operating 21 supermarkets/hypermarkets in the south west of France, representing more than 55,000 m² of sales floor and an annual turnover of more than €450m

Sweden Unibail Rodamco (as Seller) – sale of shares in a Swedish hotel property company

France European Outlet Mall Fund (EOMF), managed by Henderson Global Investors – sale of two McArthurGlen outlet centres in Troyes and Roubaix

Belgium Swiss Life – acquisition of two SPVs owning an office, residential and commercial complex in Brussels

Spain

Befimmo – €78m acquisition of company owning “The Pavillion” in Brussels

Advising British Land on the renegotiation of the Puerto Venecia Shareholders’ Agreement as a result of Orion’s acquisition of a 50% stake

UK

Sweden

Belgium

InfraRed Capital Partners (as Purchaser) – MBO of HSBC’s global real estate and infrastructure private equity fund management business

Thailand Pramerica – €120m sale of shares and subordinated loans in Ananda Development Two Co., Ltd., a condominium development company

Belgium Cofinimmo – €47m acquisition of Dexia Immorent SA, owning five nursing homes

France JV investment to refinance loans on Défense Plaza Tower

UK Capital & Counties PLC – conditional 50:50 joint venture with entities owned by the Kwok family in respect of the development of a 7.5 acre site at Seagrave Road

Länsförsäkringar, the Swedish insurance company – €180m divestment of three properties in central Stockholm

Real estate capital – funds European Advising ProLogis on the potential tender offer by APG/Goodman for both the outstanding ordinary units and the preferred units in ProLogis European Properties

Japan Advising Aviva Investors Global Services on the establishment of the Tokyo Recovery Fund, a closed-ended Japanese-Yen denominated Luxembourg fonds commun de placement – fonds d’investissement spécialisé


Real estate capital – funds European Advising Scottish Widows Investment Partnership/Cushman & Wakefield Investors on the establishment of a pan-European urban retail fund, structured as a Luxembourg fonds commun de placement

Japan AXA Real Estate Investment Managers – on the establishment of and initial JPY15bn (US$177.8m) investment in a limited partnership raising capital to buy real estate debt in Japan

Real estate capital – sale and leasebacks/PPP Spain WP Carey – sale and lease-back of Sogecable’s HQ in Madrid, value €80m

Environment & planning/zoning UK Acting on one of Europe’s leading carbon capture and storage (CCS) projects in the UK – total project costs £4bn

France KfW and Commerzbank (as the Financing Banks) – €130m financing of the construction of two ground-based solar plants in France

Real estate investment Poland Belgian property company Immobel – €30m acquisition of two landmark department stores in Poland – one in Warsaw, the other in Poznan, its first Polish acquisitions

Spain Germany Joint venture agreement between Deutsche Annington and B&O Service in regard to facility management and maintenance activities

Spain Advising GLL Real Estate on the sale and lease-back of the Planeta’s headquarters in Madrid, value €30m

Poland Tesco – sale and lease-back of its distribution centre in Teresin Development

Development UK Lend Lease (as JV Partner and Development Manager) – £1.3bn JV agreement with London & Continental Railways to develop a business district at Stratford City, East London

Advising Henderson on the acquisition of retail park in Vigo, value €41.2m

UK Beacon Capital Partners – £130m sale of 200-214 Gray’s Inn Road, London HQ of British broadcaster ITN

UK

The developer – approx. €500m speculative development of “Taunusturm”, their third skyscraper (170m high) to be developed in Frankfurt after “Messeturm” and “Opernturm”

UK British Land/Oxford Properties JV (as Developer) – pre-letting 191,000sq ft of Leadenhall Building, London EC3 to AON

Sweden Union Investment – €87.5m sale of office buildings in Stockholm

UK Employees Provident Fund (Malaysia) – acquisition of Phases I and II Reading International Business Park

Restructuring & insolvency UK Home Retail Group – pre-pack acquisition of three key Habitat stores in London, the Habitat retail website, related stock and the Habitat intellectual property in the UK and Ireland

UK RBS (Co-coordinator, Agent and Security Trustee)/HSBC and the Bank of Ireland – £107m restructuring and pre-packaged administration sale of the Jarvis Hotels group

UK Cerberus – £176m purchase of a loan secured over Scotland’s largest office park

Capital Shopping Centres (as Purchaser) – separate £55m acquisitions of 75% stake in Broadmarsh shopping centre in Nottingham from Westfield

Germany

Sweden

Spain

RE Sweden Properties (as Vendor) – €100m sale of five office buildings in Sweden

Spain GLL Real Estate – acquisition of two Logistic Premises in Toldo

Poland Germany

Real estate investment

Union Investment – €103m acquisition of the Horizon Plaza office building in Warsaw

Belgium CBRE Global Investors (as Purchasers) – €110m acquisition of shopping centre in the city of Liège

The lender – €180m restructuring of the Quattro real estate portfolio originally held by MSREF VI

Advising RBS on the sale of four shopping centres owned by APN, value c. €120m

UK Ernst & Young LLP – Administrators, Royal Bank of Scotland plc as Secured creditor – pre-pack sale by DTZ of its entire business to a subsidiary of United Group Limited (UGL)

Spain Advising Internos Real Advisors on the acquisition of the Barcelona Heron City shopping centre through a share deal in the Netherlands


Real estate finance Hong Kong Consortium of 17 lenders to Henderson HKD10bn (approx. US$1.29bn) – term loan and revolving credit facility

Dubai

UK J.P.Morgan/RBS – £1.2bn Residential Mortgage Backed Securitisation with Skipton Building Society as Seller and Darrowby No. 1 plc as Issuer

Emaar Properties – US$2bn Trust Certificates Issuance Programme Update and initial drawdown by Emaar Sukuk Limited

Japan

Poland

Hong Kong

Eurohypo and ING Bank – €325m real estate acquisition financing of nine shopping centres across Poland by GE Capital Real Estate Polish Retail Fund, the largest single transaction real estate financing in Poland since 2004

Germany Fortress Investment Group LLC – acquisition of European mortgage assets and businesses in Germany, the Netherlands and the United Kingdom from Residential Capital

K.K. Columbus (as Borrower) – JPY12.8bn (US$158.5m) Daiwa loan refinancing

Mizuho Corporate Bank (as Documentation Agent) – HK$10bn (approx. US$1.29bn) term and revolving loan facility to Henderson Land

UK RBS/Citi – issuance of approx. £4.540bn (equivalent) RMBS notes by Arran Residential Mortgages Funding

Sweden

Hong Kong

SEB – SEK760m (€82.7m) financing of Niam’s acquisition of Swedish real estate, including Heron City in Kungens Kurva

BOCI, HSBC and others (as Joint Lead Managers) – Sino Ocean Land’s US$400m securities issue

Italy

Hong Kong Henderson Land – establishment of US$2bn Medium Term Note Programme and first drawdown

Belgium ING/Dexia (as Joint Lead Managers) – €162m inaugural Belgian corporate bond retail offering in 2011, by Befimmo

UK J.P.Morgan (as Global Coordinator, Arranger and Bookrunner) and others – €600m refinancing of Groupe Vitalia, a French healthcare group

Hong Kong The Underwriters – change of control and bankruptcy remoteness issues related to the Japanese property portfolio of Global Logistic Properties in connection with its US$3.9bn IPO

UBS (as Arranger)/Credit Suisse (as Swap Counterparty) – Italian RMBS transaction involving the assignment of a €465m portfolio of monetary claims arising from residential mortgage loans by BancaEtruria Società Cooperativa to Mecenate S.r.l. and the issue of three classes of notes listed on the Irish stock exchange

Belgium BNP Paribas Fortis as Joint Lead Manager and Sole Bookrunner BP2S as Domiciliary, Paying and Listing Agent – inaugural €30m bond issue

Germany LaSalle – German Retail Venture Fund refinancing facility to 24 German property companies

Germany Encore Plus – €302m facilities extension

UK J.P.Morgan/Barclays (as Joint Arrangers and Joint Lead Managers) – £1.25bn Yorkshire Building Society RMBS

Spain Santander, La Caixa and Natixis – acquisition financing in relation to the Caja Madrid sale and lease-back branches portfolio, value: €91m

France Merrill Lynch/HSBC/Lazard Natixis/ UniCredit – €550m bonds offering of Fonciere des Regions due 1 January 2017

Hong Kong CIMB Bank/HSBC/Maybank Investment Bank Berhad/UBS (as Joint Lead Managers) – Genting Hong Kong Limited issuance of CNY1.38bn (US$214.3m) 3.95%

UK The lender – €96m refinancing of Wertheim Outlet Centre in Germany

Swedbank – issue of US$1bn Covered Bonds due 2016 under Swedbank’s US$15bn Reg S/144A Covered Bond Programme

Hong Kong

Thailand

Germany

SPG Land – International Offering of US$200m 13.5% Senior Notes due 2016

KASIKORNBANK – US$45.9m financing for the acquisition of Laguna Hotel in Phuket, Thailand and financing for renovation of the Laguna Hotel

Spain British Land – refinancing of the debt of Zamora Retail Park, value €61m overall

Sweden Carlyle Group – SEK830m (€95m) acquisition of two shopping malls in Västerås, Sweden

Hong Kong J.P.Morgan and DBS Bank Ltd. – in connection with the issuance of CNY1.3bn 6.000% Guaranteed Senior Notes due 2014 by RKI Finance (2011) Limited


Key contacts For further information on our real estate sector expertise, please contact: Yves Moreau Global Head of Real Estate Tel: (+32) 25 01 95 47 yves.moreau@linklaters.com

Simon Clark Head of European Real Estate Tel: (+44) 20 7456 4902 simon.clark@linklaters.com

Michaela Sopp Real Estate Sector Global Head Tel: (+49) 69 71003 294 michaela.sopp@linklaters.com

“ This renowned real estate practice acts on complex, high-value transactions, and is regarded as one of the key players in the industry. Clients draw attention to the firm’s multidisciplinary approach to real estate, adding that ‘the integration is very good; you can tell the teams all work very closely... it’s all pretty much seamless’.” Chambers 2011: Real estate



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