Media Release
Not for release, publication or distribution in the United States of America, Canada, Japan or Australia.
For Release in Switzerland. This is a restricted communication and you must not forward it or its contents to any person to whom forwarding it is prohibited by the legends contained therein. In particular, this release and the information contained therein is not being issued and may not be distributed in the United States of America, Canada, Australia or Japan and does not constitute an offer of securities for sale in such or any other countries.
Basel, 15 April 2014
As property owner, manager and redeveloper, HIAG Immobilien Group (HIAG Immobilien) specializes in the long-term management and redevelopment of former industrial and commercial sites in close cooperation with the local communities. In so doing, the company creates new urban spaces throughout Switzerland, which on a sustainable basis create new residential and work environments. HIAG Immobilien's portfolio includes 38 sites covering a total area of 2.4 million sqm, with 1.4 million sqm zoned for site redevelopment.
A leader in the redevelopment of former industrial properties
HIAG Immobilien's 'land bank' comprises one of the most comprehensive portfolios of large scale sites with redevelopment potential in attractive locations throughout Switzerland. HIAG Immobilien has gained years of experience in acquiring, rezoning, transforming and redeveloping former industrial and commercial sites into appealing working and living locations. Thanks to a well-coordinated team with a strong track record in property redevelopment, HIAG Immobilien specializes in industrial and commercial property redevelopment projects, thereby offering interesting new development opportunities for regions and local communities.
A young company with a longstanding tradition
HIAG Immobilien was established in 2008 after being spun-off from Holzindustrie-Aktiengesellschaft (HIAG) founded in 1876. Currently its core team includes 22 staff working at its Basel, Geneva and Zurich locations. Around 90% of HIAG Immobilien's real estate portfolio is located in the greater economic areas of Zurich/Zug, Baden/Brugg, Basel and Geneva. As of the end of 2013, the portfolio was valued at CHF 1'065.3 million by the the independent real estate consultancy Wüest & Partner and generated an annualised property income of CHF 46.6 million (previous year: CHF 42.5 million). As of 31 March 2014, the annualised property income was CHF 48.1 million. The portfolio is made up of yielding properties valued at CHF 636.4 million with a gross return of 6.4%, and of redevelopment properties valued at CHF 428.9 million with an average gross yield based on the current use of 3.6%. The redevelopment portfolio includes a "land bank" with an area of around 889'000 sqm, on which HIAG Immobilien is planning to create an additional 573‘000 sqm of net lettable space within the context of 46 short, medium and long-term redevelopment projects. In its fiscal year 2013 HIAG Immobilien achieved an EBITDA of CHF 86.6 million (2012: CHF 59.6 million) and a net income of CHF 77.9 million (CHF 55.2 million). The operating result according to the recommendations issued by the European Public Real Estate Association (EPRA) came to CHF 28.6 million (CHF 19.2 million). The average return on equity (RoE) from the company's last three fiscal years from 2011 to 2013 amounted to around 14%. The increase in net asset value according to EPRA recommendations of 19.3% to CHF 597.3 million (CHF 500.7 million) as of the end of 2013 also includes a capital increase of CHF 34.6 million.
IPO as a basis for continued growth
The IPO is expected to generate approximately CHF 140 million of proceeds for the company through the sale of new shares and existing treasury shares, which are intended to be used for the financing of ongoing site redevelopment projects in the medium-term, as well as for the repayment of a bridge loan of CHF 30 million. In addition, the proceeds will enable the company to maintain its flexibility for seizing acquisition opportunities quickly. In addition, members of the Grisard family will sell a portion of their holdings with the aim of achieving a free float of the Company of at least CHF 200 million or 30-40%. "In light of the company's successful growth over the last seven years, HIAG Immobilien is ready to go public," says Chairman of the Board of Directors Felix Grisard, adding, "Members of our family with a stake of between 60 and 70% following the IPO will remain strong and committed anchor shareholders for HIAG Immobilien in the long term." "We have a number of projects in the pipeline; the newly raised capital from the IPO will enable us, among other things, to increase our effectiveness in continuing to develop our current portfolio in the long-term and to create value for our shareholders," analyses Chief Executive Officer Martin Durchschlag. "HIAG Immobilien is well-prepared for the IPO. The level of transparency in its accounting practices (Swiss GAAP FER, EPRA performance measures) and its corporate governance have to date been in compliance with the requirements a company listed on the SIX Swiss Exchange must meet."
Credit Suisse is acting as sole bookrunner in connection with the IPO, and Bank Vontobel as co-lead manager.
Disclaimer
This document is not an offer to sell or a solicitation of offers to purchase or subscribe for shares. This document is not a prospectus within the meaning of Article 652a of the Swiss Code of Obligations, nor is it a listing prospectus as defined in the listing rules of SIX Swiss Exchange Ltd. or a prospectus under any other applicable laws. Copies of this document may not be sent to jurisdictions, or distributed in or sent from jurisdictions, in which this is barred or prohibited by law. The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, in any jurisdiction in which such offer or solicitation would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any jurisdiction. A decision to invest in securities of HIAG Immobilien Holding AG should be based exclusively on the issue and listing prospectus published by HIAG Immobilien Holding AG for such purpose.
This document and the information contained herein is not for publication or distribution into the United States of America and should not be distributed or otherwise transmitted into the United States or to U.S. persons (as defined in the U.S. Securities Act of 1933, as amended (the "Securities Act")) or publications with a general circulation in the United States. This document does not constitute an offer or invitation to subscribe for or to purchase any securities in the United States of America. The securities referred to herein have not been and will not be registered under the Securities Act, or the laws of any state and may not be offered or sold in the United States of America absent registration or an exemption from registration under Securities Act. There will be no public offering of the securities in the United States of America.
The information contained herein does not constitute an offer of securities to the public in the United Kingdom. No prospectus offering securities to the public will be published in the United Kingdom. This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). This communication does not constitute an "offer of securities to the public" within the meaning of Directive 2003/71/EC of the European Union (the "Prospectus Directive") of the securities referred to in it (the "Securities") in any member state of the European Economic Area (the "EEA"). Any offers of the Securities to persons in the EEA will be made pursuant to an exemption under the Prospectus Directive, as implemented in member states of the EEA, from the requirement to produce a prospectus for offers of the Securities.
This publication may contain specific forward-looking statements, e.g. statements including terms like "believe", "assume", "expect", "forecast", "project", "may", "could", "might", "will" or similar expressions. Such forward-looking statements are subject to known and unknown risks, uncertainties and other factors which may result in a substantial divergence between the actual results, financial situation, development or performance of HIAG Immobilien Holding AG and those explicitly or implicitly presumed in these statements. Against the background of these uncertainties, readers should not rely on forward-looking statements. HIAG Immobilien Holding AG assumes no responsibility to up-date forward-looking statements or to adapt them to future events or developments.
In connection with the offer or sale of the securities referred to herein, the Sole Bookrunner may over-allot the securities or effect transactions with a view to supporting the market price of the securities at a level higher than that which might otherwise prevail. Any stabilization action or over-allotment will be conducted by the Sole Bookrunner in accordance with all applicable laws and rules. Save as required by law or regulation, the Sole Bookrunner does not intend to disclose the extent of any stabilization action. No representation is made as to whether the Sole Bookrunner will engage in any stabilization activity or that this activity, if commenced, will not be discontinued without notice.
For the avoidance of doubt, neither the Sole Bookrunner nor the Co-Lead Manager makes any representation or warranty that it intends to accept or be bound to any of the information contained herein nor shall the Sole Bookrunner or the Co-Lead Manager be obliged to enter into any further discussions or negotiations pursuant thereto but shall be entitled in their absolute discretion to act in any way that they see fit in connection with the potential transaction. Any discussions, negotiations or other communications that may be entered into, whether in connection with this communication or otherwise, shall be conducted subject to contract. No representation or warranty expressly or implicitly, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by the Sole Bookrunner or the Co-Lead Manager, or any of their respective officers, employees or agents, as to or in relation to the accuracy or completeness of this communication, publicly available information on HIAG Immobilien Holding AG or any other written or oral information made available to any interested party or its advisors and any liability therefore whether in contract, tort or otherwise is hereby expressly disclaimed.
The Sole Bookrunner and the Co-Lead Manager are acting on behalf of the Company and no one else in connection with the referred to herein and will not be responsible to any other person for providing the protections afforded to clients of the Sole Bookrunner or the Co-Lead Manager, or for providing advice in relation to the securities referred to herein.
Contact
Martin Durchschlag Chief Executive Officer T +41 61 606 55 28
| Laurent Spindler Chief Financial Officer T +41 61 606 55 23 |
HIAG Immobilien Holding AG
Aeschenplatz 7
4052 Basel
T +41 61 606 55 00