SALE OF PROPERTIZE B.V.

SALE OF PROPERTIZE B.V.
PUBLIC NOTICE INVITING EXPRESSIONS OF INTEREST
Netherlands Financial Investments (“NLFI”), on behalf of the Dutch State, intends to privatize Propertize
B.V. with registered seat in Utrecht, the Netherlands (“Propertize” or the “Company”), through a sale of
100% of the shares in an open, transparent and competitive auction process.
With a portfolio of commercial real estate loans and owned real estate of EUR 5.5bn (gross value),
Propertize is in the process of winding down its portfolio over the coming years. However, the Company is
strongly positioned to act as a servicing platform for add-on or third party portfolios given its experience
and strong track record. It acts as an independent and fully stand-alone entity, run by an experienced
team. Further information on Propertize and its loan portfolio is available at www.propertize.nl.
The Dutch State’s objective is to privatize Propertize in its entirety. Consequently, the Dutch State
intends to pursue a transaction where Propertize is sold to a single buyer or to a consortium of buyers
acting as such. The aim of the divestment is to achieve the highest value for Propertize and to execute a
satisfactory transaction expeditiously, with the least execution risk and disruption to the business, taking
into account the interests of all stakeholders involved. It is the intention that as part of the transaction,
the title of the existing Propertize State guaranteed notes will transfer to the Dutch State. Interested
parties are therefore to assume a complete refinancing of the Company in their offer. Buyers are allowed
to propose alternative financing as well in which case the Dutch State will evaluate the risks and rewards
related to this alternative. Interested parties are requested to submit an expression of interest in English
which should contain:
•
The legal name and address of the interested party and its beneficial owner, including the names of
the relevant contact persons and the name(s) of any mandated advisor(s)
•
Indication if the interested party / member of the consortium intends to act in this process either (i)
alone, (ii) as leader of a consortium or (iii) as a consortium partner (and if so, in what capacity)
•
If an expression of interest is submitted on behalf of a consortium of bidders, the information
mentioned above must be provided in respect of each member of the consortium
•
A description of the business of the interested party / each member of the consortium
•
Indication that the interested party / consortium has the necessary financial capacity to pursue the
above described transaction. This should include details regarding the size of the funds available
for investments in loan portfolio acquisitions as well as an overview of comparable platform / loan
portfolio acquisitions or financings in the recent past as applicable
•
Confirmation that the interested party / consortium would agree to consummate the transaction by
way of a share deal – as described above
•
Confirmation that sufficient resources are available for the evaluation of the opportunity and the
comprehensive set of information related hereto in a limited period of time
It will be at the sole discretion of the Dutch State and NLFI whether or not an interested party /
consortium will be permitted to enter the sale process. Furthermore, the Dutch State and NLFI reserve
the right to allow parties into the process who have not submitted an expression of interest.
The competitive auction process will consist of at least two phases. Interested parties admitted to
the first phase of the auction process will receive further information regarding the auction process,
a confidential information memorandum and detailed information on Propertize’s loan portfolio. The
interested parties will be requested to submit a non-binding offer on the basis of this information.
It is currently foreseen that this information will be provided to admitted parties in the first week of
January 2016.
In the second phase, selected parties will be given the opportunity for a due diligence review of
Propertize, after which they will be requested to submit a binding offer. The Dutch State and NLFI
reserve the right to limit the number of parties invited to participate in the competitive auction process
and/or to discontinue the process at any time. In this controlled auction process Lazard is acting as
financial advisor to Propertize and Alvarez & Marsal Transaction Advisory Group BV is acting as financial
advisor to NLFI. Expressions of interest for process participation should be submitted via e-mail to
Lazard no later than 21 December 12:00 p.m. CET through the following addresses:
Lazard Alvarez & Marsal
Transaction Advisory Group BV
Andreas Schreiber ([email protected])
Bas van der Vlist ([email protected])