Montea announces that it plans to proceed today to the partial (indirect) contribution in kind of the plot of land situated in Tiel, Netherlands, for a contribution value of € 41,239,983.68 and to the related issue of 797,216 new Montea shares within its authorized capital.
Montea has acquired a 47.9 hectare plot of land in Tiel from De Kellen Nederland NV via its Dutch subsidiary Montea Nederland NV. The land consists of two parts, each of which is rented for a fixed period of 30 years and 11.75 years respectively. The deed for the transfer of ownership of this property in the Netherlands was signed on 20 September 2018. Montea is expecting confirmation from the Dutch notary around midday that this property is unencumbered by mortgages and attachments, whereupon the transaction will become final.
Montea then plans to increase its capital (after trading hours) within the authorized capital by the contribution in kind of a part of the claim of De Kellen BV on Montea Nederland NV for the payment of the purchase price for the transfer of ownership of the property, for a total amount of € 41,239,983.68 (€ 16,247,262.08 registered capital and € 24,992,721.60 issue premium), against the issue of new Montea shares, at an issue price equal to € 51.73 per share. This issue price corresponds to the average price of the Montea share on the Euronext Brussels market for 30 stock exchange days before 21 September 2018 and implies a discount of € 7.67 in relation to the closing price on 21 September 2018. These shares will share in the profit of the financial year which commenced on 1 January 2018. The balance of the claim for payment of the purchase price is paid in cash by Montea Nederland B.V.
The contributor De Kellen BV will be remunerated with 797,216 new Montea shares for a total amount of € 41,239,983.68. The 797,216 new Montea shares thus issued will be ordinary shares that will have the same rights as existing shares. The admission of the new shares to trading on Euronext Brussels and Paris will be applied for immediately. The issue of the 797,216 new shares leads to an arithmetic dilution of the existing shareholders amounting to 6.2% in terms of participation in the profits (from 1 January 2018) and the voting rights.
The possibility to pay in shares enables Montea to manage its capital structure proactively and maintain a buffer to credit facilities, which makes it possible for Montea to carry out additional transactions financed with debt. The contribution in kind will therefore have a favourable effect on both the individual and consolidated debt ratio of Montea, with a lowering of ca. 1.6% compared to the consolidated debt ratio on 30 June 2018.