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US Transaction with Equity One

24th May 2010 07:30

RNS Number : 4017M
Capital Shopping Centres Group PLC
24 May 2010
 



24 MAY 2010

CAPITAL SHOPPING CENTRES GROUP PLC

US TRANSACTION WITH EQUITY ONE

Capital Shopping Centres Group PLC ("Capital Shopping Centres") yesterday made the joint announcement set out below with Equity One, Inc. ("Equity One") that they have entered into an agreement pursuant to which Equity One will acquire Capital Shopping Centres' U.S. subsidiary, Capital and Counties USA., Inc. ("C&C USA"), through a joint venture with Capital Shopping Centres. In connection with the transaction, Capital Shopping Centres will receive 4.1 million shares of Equity One common stock and 10.9 million joint venture units. Capital Shopping Centres may redeem its units in the joint venture for cash or, at Equity One's option, Equity One common stock (on a one-for-one basis). The closing price per Equity One share as at 21 May 2010 was $17.22.

Capital Shopping Centres intends to retain its interest in Equity One and the joint venture in order to participate in its growth potential.

For the 12 month period ending 31 December 2009, Capital Shopping Centres reported, in respect of C&C USA, net rental income of $38.1 million, £24.4 million, underlying profit after tax (before revaluation of investment properties and related tax) of $9.8 million, £6.3 million, and loss before tax of $135.1 million, £86.6 million (including a deficit on revaluation of investment properties of $143.3 million, £91.9 million). The transaction is not expected to have a significant impact on the level of Capital Shopping Centres' underlying profit after tax.

As at 31 December 2009 Capital Shopping Centres reported in respect of C&C USA, gross assets of $613.9 million, £380.1 million, of which investment properties accounted for $545.9 million, £338.0 million.

David Fischel, Chief Executive of Capital Shopping Centres Group PLC, commented "I am pleased to announce this significant transaction which has restructured our US interests such that we can focus on our core business in the United Kingdom while participating in the significant growth potential of the combined enterprise."

ENQUIRIES:

Capital Shopping Centres Group PLC:

+44 (0) 207 887 4220

David Fischel

Chief Executive

Kate Bowyer

Investor Relations

Bank of America Merrill Lynch:

+44 (0) 207 628 1000

Simon Mackenzie-Smith

Simon Fraser

George Close-Brooks

Press:

UK:

Michael Sandler, Hudson Sandler

+44 (0)20 7796 4133

SA:

Nicholas Williams, College Hill

+27 (0)11 447 3030

 

  

 

 

This announcement includes statements that are forward-looking in nature. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Capital Shopping Centres Group PLC to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Any information contained in this announcement on the price at which shares or other securities in Capital Shopping Centres Group PLC have been bought or sold in the past, or on the yield on such shares or other securities, should not be relied upon as a guide to future performance.

 

Merrill Lynch International ("Bank of America Merrill Lynch"), a subsidiary of Bank of America Corporation, is acting exclusively for Capital Shopping Centres Group PLC in connection with this transaction and for no one else and will not be responsible to anyone other than Capital Shopping Centres Group PLC for providing the protections afforded to its clients or for providing advice in relation to this transaction.

 

 

 

Notes to editors:

 

Background on Capital Shopping Centres Group PLC

 

Liberty International PLC was renamed CAPITAL SHOPPING CENTRES GROUP PLC on 7 May 2010 upon the demerger of its central London business into a separate listed company, Capital & Counties.

 

Capital Shopping Centres Group PLC is one of the UK's largest listed property companies, a real estate investment trust (REIT) and a constituent of the FTSE-100 Index of the UK's leading listed companies. It is the leading UK shopping centre business with focus on prime assets including Lakeside, Thurrock; MetroCentre, Gateshead; Braehead, Glasgow; The Harlequin, Watford; and The Arndale, Manchester.

 

13 UK shopping centres including 9 of the top 30;

 

£4.5 billion UK asset value at 31 December 2009;

 

13.8 million sq. ft. of UK retail space;

 

Over 2000 retail units; and

 

Half of the UK population live within a 45 minute drive of a CSC centre.

 

 

 

 

Equity One ENTERS INTO JOINT VENTURE WITH CAPITAL SHOPPING CENTRES GROUP PLC in A Transaction Valued at approximately $600 Million

 

Portfolio of 15 California Properties Totaling 2.6 Million Square Feet Expands Equity One's Geographic Reach

 

 

NORTH MIAMI BEACH, FL; May 23, 2010 -- Equity One, Inc. (NYSE-EQY), an owner, developer, and operator of shopping centers, announced today it has entered into an agreement to acquire Capital and Counties USA Inc. (C&C USA) through a joint venture with its parent company, Capital Shopping Centres Group PLC (Capital Shopping Centres). In the transaction, which is valued at approximately $600 million, Capital Shopping Centres will receive 4.1 million shares of Equity One common stock and 10.9 million joint venture units. Capital Shopping Centres may redeem its units in the joint venture for Equity One common stock on a one-for-one basis or cash, at Equity One's option. Equity One will assume approximately $330 million of mortgage debt, including its proportionate share of debt held by its joint ventures, with a weighted average interest rate of 5.7%.

 

C&C USA owns a portfolio of 15 properties in California totaling 2.6 million square feet, of which 70% of the transaction value consists of retail assets. The retail portfolio is concentrated in the San Francisco Bay Area and includes Serramonte Shopping Center in Daly City, Plaza Escuela in Walnut Creek, The Willows Shopping Center in Concord, 222 Sutter Street in San Francisco, and The Marketplace Shopping Center in Davis. The retail portfolio was 83% leased as of April 30, 2010. When including several major leases recently executed or currently under letter of intent, the retail portfolio occupancy rate increases to 93%. The average population density within a 3-mile ring of the retail properties is 180,848 people and the average household income is $87,688.

 

The remaining 30% of the portfolio consists of medical office, office, undeveloped land and multifamily properties located in the Bay Area and Los Angeles. In keeping with its retail focus, Equity One intends to dispose of a majority of the non-core assets.

 

This transaction is consistent with Equity One's strategic plan, including entering California, diversifying the Company's geographic and tenant base and expanding its redevelopment pipeline. Upon completion of the transaction, Northern California will be Equity One's second largest market after South Florida, representing approximately 16% of its asset value.

 

"This is a unique opportunity for Equity One to expand its asset base into one of the most densely populated, supply constrained markets in the country in a transaction that is accretive to Equity One shareholders," said Jeff Olson, CEO of Equity One. "Tenant sales are extraordinarily high within the retail portfolio and many of the assets contain future leasing, redevelopment, and expansion opportunities. In particular, the Serramonte Center, with only 849,061 square feet of developed rentable space on 81 acres just south of the city of San Francisco, offers substantial potential for further development and densification."

 

David Fischel, the CEO of Capital Shopping Centres, will join Equity One's Board of Directors following the closing of the transaction. Mr. Fischel stated, "This transaction allows us to focus on our core business in the United Kingdom while providing an expansion platform for Equity One. By retaining a long-term investment in Equity One, we can participate in the significant growth potential of the combined enterprise."

Turner Newton, who has been CEO of C&C USA since 1994, will continue to lead this subsidiary for Equity One. Equity One intends to retain the majority of the in-place infrastructure, including C&C USA's operating, acquisition and asset management teams.

 

The transaction is expected to close late in the third quarter of 2010. The acquisition is subject to customary closing conditions.

 

The transaction is expected to be modestly accretive to funds from operations in the first year prior to one-time transaction expenses and non-cash purchase accounting adjustments. The proforma capitalization rate is 7.0%. Equity One expects to incur one time transaction expenses of approximately $0.05/share in 2010. Excluding these transaction expenses and given the timing of closing, Equity One reaffirms its prior 2010 FFO per share guidance of $1.00 to $1.08 per share.

 

Goodwin Procter acted as legal counsel and Eastdil Secured acted as financial advisor to Equity One. Skadden Arps acted as legal counsel and Bank of America Merrill Lynch acted as financial advisor to Capital Shopping Centres.

 

PROPERTIES

Occupancy

Property

Location

GLA

as of 4/30/10

Major Tenants

 Retail

 Serramonte Shopping Center

 Daly City

849,061

80%

 Macy's, Target, New

 York & Company

 Plaza Escuela

 Walnut Creek

152,183

81%

 Cheesecake Factory,

 Container Store

 The Willows Shopping Center

 Concord

255,969

90%

 Old Navy, Cost Plus,

 REI, UFC Gym

 222 Sutter Street

 San Francisco

127,878

87%

 Loehmann's

 The Marketplace Shopping Center

 Davis

112,974

91%

 Safeway, CVS, Petco

 Retail Subtotal

1,498,065

83%

 Office

 The Senator Office Building (1)

 Sacramento

171,593

96%

California Housing Finance

Agency, State of California

 595 Colorado Boulevard

 Pasadena

87,379

87%

 Bank of the West

 Pacific Financial Center  (1)

 Los Angeles

217,038

80%

 Charles Dunn, Bovis

 Lend Lease, Verizon

 Park Plaza

 Sacramento

72,649

93%

 Global Crossing Telecom

 625 Third Street

 San Francisco

42,429

100%

 Ubisoft

 Office Subtotal

591,088

89%

 Medical Office

 Parnassus Heights Medical Center (1)

 San Francisco

143,865

100%

 UC San Francisco

 Danville-San Ramon Medical Center

 Danville

74,599

99%

 Medical Office Subtotal

218,464

99%

 Other

 Trio Apartments (retail / apt.) (1)

 Pasadena

284,835

93%

 Roy's Restaurant

 Antioch Land

 Antioch

 Figueroa Land (1)

 Los Angeles

 Other Subtotal

284,835

93%

Total / Weighted Average

2,592,452

87%

(1) Property is held in a joint venture.

 

 

 

ABOUT EQUITY ONE, INC.

As of March 31, 2010, Equity One owned or had interests in 184 properties, consisting of 170 shopping centers comprising approximately 19.2 million square feet, three projects in development/redevelopment, six non-retail properties, and five parcels of land. Additionally, Equity One had joint venture interests in twelve shopping centers and one office building totaling approximately 1.9 million square feet.

 

ABOUT CAPITAL SHOPPING CENTRES GROUP PLC

Capital Shopping Centres Group PLC is one of the UK's largest listed property companies, a real estate investment trust (REIT) and a constituent of the FTSE-100 Index of the UK's leading listed companies. On a pro-forma basis, at 31 December 2009, adjusted, diluted shareholders' funds amounted to £2.1 billion and Capital Shopping Centres Group PLC owned £5.0 billion of properties. It is the leading UK shopping centre business with focus on prime assets including Lakeside, Thurrock; MetroCentre, Gateshead; Braehead, Glasgow; The Harlequin, Watford; and The Arndale, Manchester.

 

DISCLAIMER

Bank of America Merrill Lynch, a subsidiary of Bank of America Corporation, is acting exclusively for Capital Shopping Centres Group PLC in connection with this transaction and for no one else and will not be responsible to anyone other than Capital Shopping Centres Group PLC for providing the protections afforded to its clients or for providing advice in relation to this transaction.

 

FORWARD LOOKING STATEMENTS

Certain matters discussed by Equity One in this press release constitute forward-looking statements within the meaning of the federal securities laws. Although Equity One believes that the expectations reflected in such forward-looking statements is based upon reasonable assumptions, it can give no assurance that these expectations will be achieved. Factors that could cause actual results to differ materially from current expectations include the closing of this transaction, executing leases currently under letter of intent, the ability to sell non-core assets, changes in macro-economic conditions and the demand for retail space in the states in which Equity One owns properties; the continuing financial success of Equity One's current and prospective tenants; continuing supply constraints in its geographic markets; the availability of properties for acquisition; the success of its efforts to lease up vacant space; the effects of natural and other disasters; the ability of Equity One to successfully integrate the operations and systems of acquired companies and properties; and other risks, which are described in Equity One's filings with the Securities and Exchange Commission.

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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