On Thursday Briban Invest entered into a transfer agreement with Trianon. Consideration for the divestment will be through the cancellation of a maximum of 16 million of Briban's B shares in the company, which corresponds to a total value of SEK 352 million, EUR 31.4 million. This will be done partly through a cash purchase price of approximately SEK 70 million, EUR 6.4 million, and the assumption of loans.

 

The divestment of the properties to Briban is intended to be carried out through the divestment of the property-owning wholly-owned subsidiaries Trianon Cineasten AB, Trianon Skurup AB, Trianon Östergård AB, Trianon Passaren AB, Trianon Västeräng AB and Trianon Ystad AB, whose only assets consist of the properties. The properties consist primarily of residential properties but also office properties. The residential properties are located in Skurup and Ystad and the office properties are located in Malmö. The total lettable area amounts to 47.000 square meters. The annual rental income from the properties is estimated to total SEK 74 million, EUR 6.6 million. Trianon is expected to vacate the properties no later than April 2025.

 

A decision on the matter is intended to be made at an extraordinary general meeting on March 25. Trianon CEO Olof Andersson (privately and via company), Grenspecialisten AB, Mats Cederholm (privately and via company), Verdipapirfondet Odin Eiendom and the Eklund family, who together hold approximately 42.9 percent of the number of shares and 44.9 percent of the number of votes in Trianon, have notified the Company that they are positive about the transaction and that they intend to vote for the board's proposal at the extraordinary general meeting.

 

Furthermore, Trianon has been informed that Briban has entered into an agreement regarding the transfer of 2,000,000 B shares in the Company and that the Company's A shareholders intend to convert A shares in the Company to B shares, Trianon's board and Briban have identified a number of properties in Trianon's property portfolio that are considered to be better suited for Briban's ownership, especially in light of the public takeover offer that Briban recently announced to the shareholders of Sydsvenska Hem.

 

Briban Invest is owned by Jan Barchan and is the second largest owner in Trianon after Olof Andersson, both of whom comment on the deal.

“The transaction means that Trianon improves all of its key figures and is particularly value-creating for our shareholders because we sell the properties at valuation and redeem shares at a discount compared to the underlying net asset value. Furthermore, I have today accepted Briban's offer to exchange my shares in Sydsvenska Hem for Trianon shares, which means that I increase my ownership in Trianon by approximately 3.5 million shares," says Olof Andersson, CEO of Trianon.

 

“Briban Invest and Trianon have had a fantastic collaboration and an incredible growth journey over the years. Now, however, we at Briban have made a strategic decision to have a larger proportion of real estate investments in a private environment, but we remain the second largest owner in Trianon in the long term," says Jan Barchan, owner of Briban Invest.

 

 

In addition Briban Invest, the major owner of the real estate company Sydsvenska Hem, has made a bid worth SEK 117 million, EUR 10.4 million, per share in cash or 4.24 B shares in industry colleague Trianon, equivalent to SEK 85.65 per share based on Trianon's closing price yesterday. If the takeover offer is accepted, Briban Invest will become the owner of shares corresponding to more than 90 percent of the total number of shares in Sydsvenska Hem.

“Briban Invest has been an owner of Sydsvenska Hem since 2021 and we believe that the company has an attractive and well-diversified property portfolio. We are pleased with the broad support for the offer from shareholders in Sydsvenska Hem and look forward to continuing to develop the company together with management and employees in a private environment. After the transaction, our main property focus will be directed towards our ownership in Sydsvenska Hem. However, we will remain as Trianon's second largest owner and see this as a long-term investment," states Jan Barchan.

 

The bid values ​​Sydsvenska Hem at approximately SEK 784 million, EUR 70 million, and the share bid at SEK 574 million, EUR 51.2 million.

 

The cash bid represents a premium of approximately 45.3 percent to yesterday's closing price on Spotlight Stock Market. The share offer represents a premium of approximately 6.4 percent. Shareholders with a combined ownership of approximately 78.5 percent of the capital in Sydsvenska Hem have committed to accept the bid. Given that Briban Invest already owns shares, the acceptance level amounts to approximately 90.3 percent.

 

The acceptance period will indicatively run between April 1-22.

 

Given that the board has committed to accept the bid, Sydsvenska Hem will produce a so-called fairness opinion regarding the bid.