Gazit-Globe, a shareholder in shopping centre owner and developer Atrium European Real Estate for the past 11 years, is set to take over the company.
Atrium owns 34 centres with a value of around €2.8 bn according to its website, 66% of the value being assets in Poland and the rest in Czech Republic, Slovakia and Russia.
Gazit – an Israeli company chaired by Chaim Katzman - and its bidco vehicle is offering €3.75 a share. The company and affiliates already own 60.1%.
The acquisition would entail buying existing shares and yet-to-be-issued shares not already owned by Gazit and affiliates valued at €565 mln.
Gazit said in a statement, ‘Gazit and Bidco believe that Atrium is an attractive platform, with a highly experienced, talented management team operating a portfolio of high-quality dominant shopping centres, which is reflected in Atrium’s resilient operating performance. Gazit has been a material shareholder of Atrium for the last 11 years and as a long-term investor in Atrium, has strong conviction that the shopping centres within Atrium’s portfolio will continue to be key components of the European retail landscape.’
It also stated its belief that under private ownership Gazit and Bidco would be ‘better able to make the significant capital investments that will be required in order to maximise and sustain its high-quality portfolio of assets and meet the changing dynamics of the retail sector’.
‘Gazit and Bidco also believe that there are opportunities for growth through the re-development and expansion of existing assets as well as to potentially enter into other asset classes through the acquisition of new assets in densely populated urban markets in Europe.’
Investment bank UBS says the offer is fair in an opinion letter to the independent committee of the board of directors. The independent board said it was unanimously recommending the takeover.
Lazard is acting as financial advisor.
The takeover could go through on 2 January 2020.
As part of the arrangement, Gazit would sell 12% of its holding in Atrium to Menora Mivtachim Holdings for €150 mln.