Redefine International has acquired three prime shopping centres in Berlin, Hamburg and Ingolstadt.
The consideration in respect of the Hamburg and Ingolstadt assets has been confirmed on completion as EUR19.3m in cash and 12,606,061 new ordinary shares of eight pence each in Redefine International.
The consideration for the Berlin asset to be settled on 6 December 2013 will be by way of an issue of approximately 19,635,340 new ordinary shares of eight pence each in Redefine International (the precise number being determined pursuant to the Sterling: Euro exchange rate on 29 November 2013) at an effective issue price of 40.0 pence per share and EUR12.1m in cash. The Berlin consideration shares are expected to be issued and admitted to trading after the final dividend for the year ended 31 August 2013 has been declared and paid, and as such will not rank for such dividend.
The total consideration payable in respect of the transaction will therefore comprise approximately 32,241,401 new ordinary shares of eight pence each in Redefine International at an effective issue price of 40.0 pence per share and EUR31.4m in cash, with the consideration for the Berlin asset being deferred to 6 December 2013. The final number of Berlin consideration shares will be determined on 29 November 2013.
An application has been made for the Hamburg and Ingolstadt consideration shares to be admitted to the premium segment of the Official List of the UK Listing Authority and to trading on the London Stock Exchange’s Main Market for listed securities. It is expected that such admission will occur on 3 September 2013 and these shares will rank pari passu in all respects with the company’s existing ordinary shares in issue.
Following admission of the Hamburg and Ingolstadt consideration shares and the 40.0 million placing shares announced on 23 August 2013, which is expected to occur on 3 September 2013, the total number of voting rights in the company will be 1,020,569,818. No ordinary shares are held in treasury. The figure of 1,020,569,818 ordinary shares may be used by shareholders in the company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the company under the UK Financial Conduct Authority's disclosure and transparency rules.