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REDEFINE INTERNATIONAL PLC - Proposed acquisition of a further stake in International Hotel Properties Limited

Release Date: 19/07/2017 08:30
Code(s): RPL     PDF:  
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Proposed acquisition of a further stake in International Hotel Properties Limited

REDEFINE INTERNATIONAL P.L.C.
(Incorporated in the Isle of Man)
(Registered number 010534V)
LSE share code: RDI
JSE share code: RPL
ISIN: IM00B8BV8G91
(“Redefine International” or “the Company”)


PROPOSED ACQUISITION OF A FURTHER STAKE IN INTERNATIONAL HOTEL PROPERTIES LIMITED


Redefine International, the FTSE 250 income-focused UK REIT, announces that it has submitted a proposal
to International Hotel Properties Limited (“IHL”) to increase its shareholding in IHL from 17.24% to 50%.
IHL is listed on the Euro MTF market of the Luxembourg Stock Exchange (“LuxSE”) and on the AltX of the
JSE.

Redefine International intends to increase its current shareholding in IHL to 50% by acquiring 18,343,166
IHL shares from the minority shareholders by way of a scheme of arrangement under the BVI Business
Companies Act, 2004. Consideration for the IHL shares will be made through the issue of 2.5 Redefine
International shares for every 1 IHL share held, for which an additional 45,857,915 new Redefine International
shares will be allotted. On implementation of the scheme, the listing of IHL’s shares on both the JSE and
LuxSE would be terminated (the “Proposed Transaction”). Following the transaction, hotels are expected
to comprise approximately 19% of the Company’s gross assets, up from 16% at 28 February 2017. It is
anticipated that material savings will be generated through the integration of the hotel assets into the
Company’s existing hotel portfolio and REIT status.

The IHL portfolio comprises nine good quality UK hotels valued at £104.35 million and which complement
Redefine International’s standing hotels portfolio. Four of the hotels, comprising 27.7% of the portfolio, are
let on long term leases to Travelodge with an effective average unexpired lease term of over 20 years. The
Travelodge portfolio reflects a net initial yield of 5.3% and benefits from five yearly RPI escalations providing
attractive rental growth prospects in a higher inflationary environment.

The remaining five hotels, valued at £75.4 million, will be managed by the Company’s associate RedefineBDL
Hotel Group. Four of the hotels are franchised to Holiday Inn Express and one to Hampton by Hilton. The
five hotels to be managed by RedefineBDL have a strong trading record and provide exposure to the Hampton
by Hilton at Gatwick airport which is integrally linked to the airport terminal building and the Holiday Inn
Express, Edinburgh which has shown strong growth since acquisition. The five franchised hotels are
anticipated to deliver an effective net initial yield of over 7.5%. The portfolio is currently financed at 50.0%
loan to value at an all-in cost of debt of 3.32%.

The Proposed Transaction, if it proceeds, will include the acquisition of 2,410,315 IHL shares from Marc
Wainer and his associates, 28,316 IHL shares from Mike Watters, both of whom are directors of Redefine
International, and the acquisition (post implementation of the Proposed Transaction and outside of the scheme
of arrangement) of a further 1,913,479 IHL shares from Redefine Properties Limited, a substantial shareholder
of the Company (the “Related Parties”). The acquisition of the IHL shares from the Related Parties will be on
the same terms as those for all other minority shareholders.

Redefine International will only proceed with the Proposed Transaction if it is satisfied that it has sufficient
support from the minority IHL shareholders, is in compliance with Chapter 11 of the UK Listing Rules and
has final ratification by the Redefine International Board.

Mike Watters, CEO of Redefine International, commented:

“This is an opportunistic acquisition which increases the Company’s ownership in a high-quality and high
yielding hotel portfolio to 50% and increases our exposure to the strong UK hotel market, whilst increasing
our exposure to RPI-linked leases.”

For further information please refer to the IHL cautionary announcement, released today on the JSE and
LuxSE, which can be found at http://www.internationalhotelproperties.com/news/


For further information:

 Redefine International P.L.C.
 Mike Watters, Stephen Oakenfull                                Tel: +44 (0) 20 7811 0100

 FTI Consulting
 UK Public Relations Adviser
 Dido Laurimore, Claire Turvey, Ellie Sweeney                   Tel: +44 (0) 20 3727 1000

 Instinctif Partners
 SA Public Relations Adviser
 Frederic Cornet, Lizelle du Toit                               Tel: +27 (0) 11 447 3030

 Java Capital
 JSE Sponsor                                                    Tel: +27 (0) 11 722 3050

Note to editors:

About Redefine International

Redefine International is an income focused FTSE 250 UK Real Estate Investment Trust (UK-REIT)
committed to delivering superior distributions to its shareholders throughout the property cycle.

The Company’s income driven total returns are underpinned by a diversified portfolio, together with an
efficient capital structure. The continued transformation of both the corporate structure and asset base offer a
solid foundation to drive further value. At 28 February 2017, the diversified portfolio, independently valued
at £1.5 billion, is focused in Europe's two strongest economies, being the United Kingdom and Germany. The
portfolio is weighted towards well located properties across a range of sectors, including retail, offices,
distribution and hotels, which benefit from strong demand and from which they can capture income and value
growth by attracting high calibre occupiers on long leases. The Company’s investment philosophy is to
effectively allocate recycled capital from mature assets into sectors and locations with strong occupier
fundamentals and individual assets with realisable upside.

The secure income stream is supported by a diversified portfolio and tenant base, with a WAULT of 7.5 years
complemented by an average debt maturity of 6.8 years of which over 95% of interest costs are either fixed
or capped. The Company is focused on all aspects impacting shareholder distributions and boasts one of the
lowest cost ratios in the industry whilst continuously driving lower cost of debt.

Redefine International holds a primary listing on the London Stock Exchange and a secondary listing on the
Johannesburg Stock Exchange and is included within the FTSE 250, EPRA and GPR indices.

For more information on Redefine International, please refer to the Company’s website
www.redefineinternational.com.

About International Hotel Properties Limited

IHL is a hotel and leisure focused property Investment Company that owns nine hotels in the UK. The
Company’s shares are currently listed on the Euro MTF market of the Luxembourg Stock Exchange, which
constitutes its primary listing, and on the AltX of the JSE which constitutes its secondary listing.

For more information on IHL, please refer to the Company’s website
http://www.internationalhotelproperties.com

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