Aedes announced the completion of the sale of IPI, a company fully owned by Aedes, to Aedilia VIC, a company specialised in the ´suburban supermarkets´ sector whose share capital is equally split between Aedes, CDC Group and UMR.
This operation is part of a more articulated agreement signed with the partners CDC and UMR which is as follows:
1) transfer from Aedes and Dante Sasu, company fully participated by CDC (Caisse de Depôts et Consignations), of a stake respectively of 16.67% and of 16.66% of Aedilia VIC S.r.l. to Union Mutuelle des Retraite (UMR). This operation has been communicated to the market on 1st December 2004 and took place at a value of € 10 mln, of which € 3.5 mln for the shareholders equity and € 6.5 mln for the shareholders loan, allows Aedes to realize a consolidated capital gain gross of tax of € 4 mln and
generates a positive financial effect of € 10 mln.
2) transfer of 11 buildings belonging to the ´suburban supermarket´ segment of Aedes, at a price of € 67.4 mln on the base of REAG valuation as of December 31, 2004. This transfer has not economical-financial effects on Aedes group.
3) sale of 100% stakes of IPI S.r.l. to Aedilia VIC at a price of € 121.576, calculated on the basis of IPI’s shareholders’ equity, resulting form the balance sheet as at 30 September 2004, inclusive of real estate acquisition valued by the parties at € 67.4mln and related debt.
This operation enables the Aedes Group, which holds a 33.33% share in Aedilia VIC, to achieve consolidated capital gains, gross of tax, of € 14.3 mln, to reduce consolidated debts by € 40.5 mln and to cash in € 15.5 mln deriving from the difference among the disposal price (€ 67.4 mln, the reinboursement of the existing debts (€ 40.5 mln) and the pro-quota shareholders’ loan. The sold buildings will be refinanced in Aedilia VIC.
Following this operation, the real estate of Aedilia VIC and its subsidiaries IPI Srl and Mercurio Srl will comprise 28 properties of similar type and an estimated market value on the basis of the REAG survey at 31 December 2003 of approximately €190m. The
leverage of the entire portfolio should be lower than 50% of the property’s market value.
This operation forms part of the Aedes Group’s new strategy and is aimed at the subsequent conversion of Aedilia VIC into a real estate investment fund for institutional investors.
The legal advisor of the transaction has been Mr. Davide Apollo, lawyer and partner of NCTM law firm.
In accordance with Consob regulations (the Italian Commission of Listed Companies and the Stock Exchange), remuneration of Aedes’s and its subsidiaries’ Directors is not expected to change as a result of the transaction.