Glenveagh Properties €276m Capital Increase and Secondary Sale of Shares, Ireland
2018
We are pleased to report that STJ advised Oaktree on its first follow-on offering of shares in Glenveagh Properties plc, a leading Irish homebuilder listed on Euronext Dublin and the London Stock Exchange. This c. €63m secondary offering was concurrent with a c. €213m capital increase via firm placing and open offer, with proceeds to fund future land acquisitions and the development of new and existing sites. The combined €276m offering, representing 36% of the Company’s share capital, is the first concurrent documented primary and secondary raise in Europe since 2011 and the largest since 2005. Oaktree sold half of its remaining stake in Glenveagh, which is not conditional on the completion of the capital raise. The placing utilised a syndicate of one bank from the IPO syndicate (Davy) as well as a new bank (Jefferies).
STJ has been advising Oaktree on their options for sale and monetising their stake, as well as the Company on their investor interaction and introducing a number of banks and research analysts to the Company including Jefferies. Glenveagh has a constituent part of its business “Glenveagh Living” which bears a close resemblance to the Partnership business in Countryside Properties plc (a company where STJ advised Oaktree on its IPO and four subsequent placements). STJ assisted Glenveagh to highlight this extremely valuable aspect of its investment case to banks, research analysts and investors. Although not advising the Company specifically on the capital raise, STJ worked closely with the banks and advised Oaktree on the inclusion of their secondary sell-down portion in a seamless process for both Company and Seller.
The placing launched shortly after market close with shadow book indications up to the full deal size, after an extensive wall-crossing exercising to existing shareholders and new investors. The placement price of €1.15 represents a discount of 6.9% to the market closing price, but is a very tight discount of 1.7% to the 1-month VWAP.
STJ advised Oaktree on all key aspects of the offering including timing, legal aspects, investor engagement for wall-crossing, bookbuilding and pricing tactics.
This is the 8th equity sale advised by STJ this year, totalling over €4.5 billion.
