NorthStar Realty Europe Corp. (NYSE:NRE) Files An 8-K Completion of Acquisition or Disposition of Assets
Item 2.01 Completion of Acquisition or Disposition of Assets.
As previously announced, on November 6, 2018, Symbol I – T S.à r.l., Symbol II – T S.à r.l., Symbol III – T S.à r.l., Symbol IV – T S.à r.l., Symbol Holdco C-T S.à r.l., and Symbol V – T S.à r.l., each indirect subsidiaries of NorthStar Realty Europe Corp. (the “Company”) entered into a definitive Share Sale and Purchase Agreement with Platin 1680. GmbH and Luxembourg Investment Company 271 S.à r.l. (the “Purchasers”) with respect to the sale of the Company’s Trianon Tower property located at Mainzer Landstraße 16, Frankfurt, Germany, for a gross sales price of approximately $758 million (based on the December 12, 2018 applicable exchange rate) (the “Trianon Sale”). On December 12, 2018, the Company completed the sale of Trianon Tower and received net proceeds of approximately $360 million (based on the December 12, 2018 applicable exchange rate), after repayment of mortgage financing and payment of transaction costs. Simultaneously with the completion of the closing, the Company prepaid and terminated the mortgage financing of $375 million (based on the December 12, 2018 applicable exchange rate), including the prepayment penalties, secured by the Trianon Tower (the “Mortgage Loan”) that was made to the Amendment and Restatement Agreement, dated as of July 20, 2015, to the Loan Agreement of September 25, 2014, between Geschäftshaus am Gendarmenmarkt GmbH, as borrower, and Landesbank Hessen-Thüringen Girozentrale, as lender, as amended by that certain Second Amendment Agreement, dated June 21, 2016, by and among Geschäftshaus am Gendarmenmarkt GmbH and GMS Gebäudemanagement und Service GmbH as the security providers and Landesbank Hessen-Thüringen Girozentrale, as lender. The outstanding balance of the Mortgage Loan prior to the repayment on December 12, 2018 was $373 million (based on the December 12, 2018 applicable exchange rate).
The Company does not have any material relationship with the Purchasers other than through a $6 million (based on the December 12, 2018 applicable exchange rate) retained equity interest in Symbol Holdco C-T S.à r.l in the form of preferred equity certificates with a 7% yield and five year maturity. The Trianon Sale, the repayment of the Mortgage Loan and the $6 million preferred equity investment are referred to, collectively, as the “Transactions.”
The Company has included in Exhibit 99.1 hereto an unaudited pro forma condensed consolidated balance sheet as of September 30, 2018 giving effect to the Transactions as if they were completed on September 30, 2018.
The Company has also filed in Exhibit 99.1 hereto an unaudited pro forma condensed consolidated statements of operations for the nine months ended September 30, 2018 and the year ended December 31, 2017 giving effect to the Transactions as if they occurred on January 1, 2017, the beginning of the earliest period presented.
The unaudited pro forma condensed consolidated financial statements are presented for illustrative purposes only and are not necessarily indicative of the financial position or results of operations of the Company had the Transactions been completed as of the beginning of the earliest period presented, nor indicative of future results of operations or future financial position of the Company. The unaudited pro forma condensed consolidated financial statements should be read in connection with the historical consolidated financial statements and notes thereto of the Company, included as Item 8 in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017, and as Item 1 in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018.
The unaudited pro forma condensed consolidated financial statements reflect management’s best estimates based on currently available information.
|
Item 9.01. |
Financial Statements and Exhibits. |
The following exhibits are furnished as part of this report:
|
(b) |
Pro forma financial information. Pro forma financial information for the Company related to the Transactions referenced in Item 2.01 above is attached as Exhibit 99.1 and incorporated by reference herein. |
|
(d) |
Exhibit |
|
ExhibitNo. |
Description |
|
99.1 |
Unaudited Pro Forma Consolidated Financial Information for NorthStar Realty Europe Corp. |
NorthStar Realty Europe Corp. Exhibit
EX-99.1 2 a991proforma.htm EXHIBIT 99.1 Exhibit Exhibit 99.1NORTHSTAR REALTY EUROPE CORP.TABLE OF CONTENTS Page Unaudited Pro Forma Condensed Consolidated Financial Statements Unaudited Pro Forma Condensed Consolidated Balance Sheet as of September 30,…
To view the full exhibit click here
About NorthStar Realty Europe Corp. (NYSE:NRE)
NorthStar Realty Europe Corp. is a real estate investment trust. The Company is a European focused commercial real estate company with primary office properties in cities within Germany, the United Kingdom and France. Its objective is to provide its stockholders with stable and recurring cash flow supplemented by capital growth over time. The Company conducts its business through two segments: Real Estate and Corporate. The Real Estate segment includes its European commercial real estate business, which is primarily focused on office properties. The Corporate segment includes corporate level interest expense, management fee, and general and administrative expenses. Its portfolio consists of approximately 48 properties and approximately 495,588 square meters of rentable space, located in various European markets, including Frankfurt, Hamburg, Berlin, London, Paris, Amsterdam, Milan, Brussels and Madrid. It is managed and advised by an affiliate of NorthStar Asset Management Group Inc.
