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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