Transfer of Bulgarian Assets & Shareholder Call

Secure Property Development & Invest PLC/ Index: AIM / Epic: SPDI / Sector: Real Estate

6 December 2019

Secure Property Development & Investment PLC ('SPDI' or 'the Company')

Transfer of Bulgarian property assets to Arcona Property Fund N.V. and

Shareholder Call

Secure Property Development & Investment PLC (AIM: SPDI), the AIM-quoted South Eastern European focused property company, is pleased to announce the transfer of all of its Bulgarian assets ('the Boyana Assets') to Arcona Property Fund N.V. ('Arcona') in exchange for the issue to SPDI of  315,591 new shares in Arcona and 77,201 warrants over shares in Arcona ('the Transfer').  Based on the closing price of Arcona's shares on 05 December 2019, the Transfer values the Boyana Assets at c.€1.9million (excluding the issue of the warrants), while based on the current net asset value per Arcona share, the Transfer values the Boyana Assets at €4.16 million (excluding the issue of the warrants).  

The Boyana Assets, which comprise 34 apartments and two neighbouring plots of land for development in the Boyana suburb of Sofia, form part of Stage One of the previously announced transfer to Arcona of SPDI's property portfolio, excluding its Greek logistics properties, in exchange for new shares and warrants in Arcona to create a larger Central and South Eastern European focused investment vehicle ('the Arcona Transaction').

The Transfer represents the conditional closing of the second tranche of Stage One of the Arcona Transaction.  The shares and the warrants issued to SPDI in relation to the Transfer are to be held in escrow and will be released to SPDI upon agreement on the terms of the extension of a loan associated with the Boyana Assets, which is expected to occur by 31/12/2019. 

As announced on 1 November, SPDI recently completed the transfer of certain of its Ukrainian assets ('the Aisi Bella Assets') as part of Stage One of the Arcona Transaction.  In exchange for the Aisi Bella Assets, SPDI received 277,943 new shares in Arcona and 67,063 warrants which, based on the closing price of Arcona's shares on 31 October 2019, valued the Aisi Bella Assets at €1,76 million (excluding the issue of the warrants over new shares in Arcona), while based on the current net asset value per Arcona share, the Aisi Bella Assets are valued at €3.67million (excluding the issue of warrants). The final tranche of assets to be transferred as part of Stage One comprise SPDI's remaining Ukrainian assets.  A further announcement will be provided to the market once this final Stage One tranche has been completed.  For further information on the Stage One assets, please see the Company's announcement of 7 August 2019.

As previously announced, both parties intend to complete the Arcona Transaction in three stages. Stages Two and Three of the Arcona transaction are planned to progress to completion following the execution of Stage One but this is now likely to be in Q1 2020.

Shareholder Call

The Company will be hosting a shareholder conference call on Thursday 12 December 2019 at 13.30 (GMT) in line with its commitment to maintaining positive engagement with its shareholders.  The call will be co-hosted by the Chairman of the Board of Directors, Michael Beys, the CEO, Lambros Anagnostopoulos, and a member of the Advisory Board, Emmanuel Blouin, as well as Finance Director, Theofanis Antoniou, who together will provide an update on the Company's strategy and, more specifically, on the progress of the Arcona Transaction.  Shareholders are invited to submit questions via email in advance, which the hosts will aim to respond to during the call.  Questions should be sent to St Brides Partners at [email protected].  Details for the conference call can be found at the end of the release.

Michael Beys, Chairman of the Board of Directors, said; "The completion of the transfer of the Boyana Assets will bring the total number of Arcona Shares issued to SPDI to 593k with a current market value of €3. 7 million, which represents more than a third of our current market capitalization.  We have long said that the Arcona Transaction was a value trigger event for SPDI shareholders. With Stages Two and Three still to come, we are confident the underlying value of our portfolio of prime real estate in South Eastern European countries will soon be clear for all to see."

Conference Call Details

To participate in the conference call, please dial +44 (0) 20 3003 2701 and quote the pin 2651405# when prompted to do so.  Please note that all lines will be muted except for the hosts' line.  However, participants will be able to submit questions via a messenger function during the call.  To send questions through the online messenger function, please use the link below and log in as a participant.  The event number is: 955 376 844 and the password is: Event1

https://sbmf.webex.com/sbmf/onstage/g.php?MTID=e83005113b374408ee08149ad6c546c6c

On the right-hand side of the screen you will find an option to submit questions during the call.  The function will only be made live once the call has commenced.  The management team will strive to answer as many questions as possible during the call.  The Company plans to make available a recording of the call on its website shorty after.

This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.

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