Corporate | 3 June 2016 18:28
solidare real estate holding plc / Key word(s): Takeover/Takeover
03.06.2016 18:28
Dissemination of a Corporate News, transmitted by DGAP - a service of EQS
Group AG.
The issuer / publisher is solely responsible for the content of this announcement.
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News Release
2016-06-03: Xanthus Holdings plc (MT0000580101 / A1JGT0 / XNH) "Xanthus"
announces that the Board of Directors has decided in its meeting today to
acquire 100% of the shares of solidare real estate holding GmbH,
Düsseldorf. As a prerequisite for the implementation of the takeover, the
Board has resolved to rename the company to solidare real estate holding
plc («solidare»). The solidare shares are being traded with immediate
effect under the same ISIN: MT0000580101, WKN: A1JGT0. As soon as the name
change has become technically effective, also the symbol will change to
"SRH".
Background:
The Xanthus shareholders had already decided last year to fully transfer
the remaining operative business to the shareholders by separating off a
subsidiary company and through a capital reduction. After the statutory
deadlines had expired, this transaction became effective in early May,
whereby for all practical purposes Xanthus separated off all its operating
assets and liabilities.
solidare real estate holding GmbH in Düsseldorf was identified as an
attractive company that showed interest in a "reverse takeover" and that
fulfils all the necessary criteria (size, forward-looking business model,
strong balance sheet, etc.) in order give the listed company a new breath
of life and ensures its continued success.
All preconditions for the consummation of the transaction have been
fulfilled by the parties as of today. In particular, these comprised the
renaming of Xanthus to solidare, the election of Zeki Yigit onto the Board,
the presentation of a Section 73 Report from the auditing firm RSM in Malta
that confirms the impairment value of the object of purchase, and the Fair
Market Value Report, which was commissioned by Xanthus about solidare real
estate holding GmbH, as well as the subscription to a cash capital increase
by the former main shareholder.
About the solidare Group:
The solidare Group focuses on the fast-growing field of micro-apartments,
especially in Germany. With six operating companies, just under 300
employees and a substantial development portfolio, solidare is able to
provide the entire spectrum of services from a single source, ranging from
the acquisition and construction work including interior outfitting to the
renting and management of the property. The high degree of efficiency
achieved as a result enables solidare to operate extremely competitively.
At the moment solidare has five existing properties under development, with
a total of more than 1,700 apartments and a rental space of around 56,000
m2.
solidare is under the operational management of its principal shareholder
Zeki Yigit.
Transaction:
Xanthus has acquired solidare for a total of EUR 38.000.000. The purchase
price was paid in full through the issuance of 38 million shares at the
nominal price of EUR 1.00 each. Furthermore, the former main shareholder
subscribed to a capital increase for cash of EUR 824.224.00. The newly
issued shares will be included in trading in the Entry Standard segment of
the Frankfurt Stock Exchange as soon as possible.
After the conclusion of all restructuring measures and the inclusion of the
shares from the purchase price and the capital increase for cash, solidare
will have a total of 40.800.000 outstanding shares issued and outstanding.
Further information about solidare can now be found at www.solidare.de.
IR Contact:
Torsten Graf
NewMark Finanzkommunikation GmbH
Zum Laurenburger Hof 76
DE-60594 Frankfurt
Tel.: +49/ 69 / 94 41 80 64
Fax: +49 / 69 / 94 41 80 - 19
E-mail: ir@solidare.de
www.solidare.de
About solidare
solidare real estate holding plc. is a listed real estate company that
specializes in the growth market of micro-apartments, predominantly in
Germany. Micro-apartments are furnished residential units with a floor area
of between 20 and 50 m², which are mainly rented by singles, students,
commuters and the elderly. The principal shareholder and CEO Zeki Yigit has
been involved in real estate development for more than 15 years. With
around 300 employees, solidare covers the entire value-creation chain from
real estate identification, the structuring of the acquisition and
financing, the planning and execution of the construction or conversion
activities, marketing, ongoing administration and facility management. The
Group pursues a dedicated growth strategy that aims at consolidating the
market segment and enhancing efficiency by exploiting the comprehensive
nature of the internal service portfolio.
Disclaimer:
This release may contain forward-looking statements based on current
assumptions and forecasts made by the management of solidare or its
affiliated companies. Various known and unknown risks, uncertainties and
other factors could lead to material differences between the actual future
results, financial situation, development or performance of solidare and
its affiliated companies and the estimates given here. Neither solidare nor
its affiliated companies assume any liability to update these forward-
looking statements or to adapt them to future events or developments.
03.06.2016 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap.de
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Language: English
Company: solidare real estate holding plc
St. Christopher Street 168
VLT 1467 Valletta
Malta
Phone: +356 21 22 7553
Fax: +356 21 22 7667
E-mail: info@solidare.de
Internet: www.solidare.de
ISIN: MT0000580101
WKN:
Listed: Open Market (Entry Standard) in Frankfurt
End of Announcement DGAP News-Service
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