November 2024
Sell-side public M&A
€219 million
62.78% stake in
Adler Group S.A.
Sell-side public M&A
Van Lanschot Kempen acted as Sole Financial Adviser to Adler Group S.A. in the sale of its 62.78% stake in Brack Capital Properties N.V. at a price of €219m to LEG Immobilien SE
Transaction highlights
- Adler Group S.A. (Adler Group) has reached an agreement with LEG Immobilien SE (LEG) regarding the sale of its 62.78% stake in Brack Capital Properties N.V. (BCP) amounting to a sales price of €219m
- BCP’s total portfolio amounting to c. €1.1bn, comprises 9,101 residential units located in Germany, and BCP owns two development projects in Düsseldorf with c. 200,000 sqm of land offering the potential to develop c. 1,650 apartments
- With this transaction, Adler Group continues to deliver on its business plan following the successful recapitalisation and publication of the audited financial statements for 2022 and 2023 earlier this year despite continuous adverse market conditions
- Against the backdrop of challenging German residential real estate markets and a complex transaction structure Van Lanschot Kempen ran a tailormade sales process targeting specialist real estate private equity investors as well as strategic buyers, coordinating the entire process from start to finish
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The transaction will be concluded via a two stage-closing mechanism:
- The first tranche of 52.68% of the share capital is expected to close in the first week of January 2025 via a direct sale at €45.00 per share
- For the second tranche of the remaining 10.10% of the share capital, Adler Group has signed an irrevocable undertaking to tender its shares in a Public Offer under Israeli Law, at a price of €45.00 per share or more, which is expected to close no later than 1 January 2026, after which BCP’s delisting will follow
- Van Lanschot Kempen acted as Sole Financial Adviser to Adler Group in this transaction
Adler Group S.A.
Adler Group is a listed Luxembourg-based German residential real estate company which owns
and manages c. 25,000 residential rental units, largely concentrated in Berlin (around 71% of
properties) and North Rhine-Westphalia. The majority of the company’s multi-family portfolio
falls in the affordable housing segment.
Brack Capital Properties N.V.
BCP is a publicly traded real estate investment company on Tel Aviv Stock Exchange with a focus
on residential properties in high-growth markets in Germany. Their multi-family portfolio includes
9,101 residential units in mainly North Rhine-Westphalia. In addition, the company owns two
Düsseldorf-based development projects, Grafenberg and Gerresheim, covering c. 200,000 sqm of
land with over c. 1,650 potential apartments.
LEG Immobilien SE
LEG is the second largest listed German residential real estate company, owning and managing
c. 166,300 rental units in a multi-family portfolio. As the biggest landlord in North Rhine-Westphalia, whilst also being active in other states in Germany, the company focuses on the
“affordable living” segment, by serving the growing demand for housing for low- and medium-income earners.
Background Van Lanschot Kempen European Real Estate
- Van Lanschot Kempen has advised on more than €100 billion in real estate transactions across 15 different countries in Europe in the last 10 years
- Since 2020 to date, Van Lanschot Kempen advised on more than 110 transactions across different countries, representing a total deal value of over €30 billion in a challenging and unprecedented environment
- Van Lanschot Kempen has served as dedicated transaction adviser to Adler Group since 2015 and has advised on more than €10bn in transaction volume
- This transaction underpins our unique position in the German residential real estate sector