REG - NewRiver REIT plc - Proposed repurchase of NewRiver shares

Newriver ReitAnnouncement

Yesterday 08:15

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RNS Number : 1488V  NewRiver REIT PLC  13 August 2025

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JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF
THE RELEVANT LAWS OF SUCH JURISDICTION. THIS ANNOUNCEMENT IS FOR INFORMATION
PURPOSES ONLY AND THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE AN
OFFER TO SELL OR ACQUIRE SECURITIES IN THE UNITED STATES, AUSTRALIA, CANADA,
THE REPUBLIC OF SOUTH AFRICA, JAPAN OR IN ANY OTHER JURISDICTION.

 

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED TO CONSTITUTE
INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU) NO.
596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018, AS AMENDED BY THE MARKET ABUSE (AMENDMENT) (EU EXIT)
REGULATIONS 2019 (AS FURTHER AMENDED, VARIED OR SUBSTITUTED FROM TIME TO TIME
AS A MATTER OF UK LAW). UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A
REGULATORY INFORMATION SERVICE, THIS INSIDE INFORMATION IS NOW CONSIDERED TO
BE IN THE PUBLIC DOMAIN.

 

NewRiver REIT Plc

("NewRiver" or the "Company")

 

Proposed repurchase of up to approximately 47.7 million NewRiver shares from
Growthpoint Properties Limited

 

The Company notes the announcement (the "GPP Sell Down Announcement") issued
by Growthpoint Properties Limited (the "Selling Shareholder") in connection
with the proposed disposal of up to its entire holding of ordinary shares of
one pence each in the capital of NewRiver ("Ordinary Shares"), amounting to,
in aggregate, approximately 67.4m Ordinary Shares, including by way of a
secondary placing of such Ordinary Shares (the "Placing Shares") (the
"Placing"). It is proposed that a minimum of approximately 47.7m Placing
Shares would be sold pursuant to the Placing.

 

As set out in the GPP Sell Down Announcement, the Company also confirms that
it has indicated its intention to repurchase from the Selling Shareholder up
to 47,708,400 Ordinary Shares held by the Selling Shareholder (the "Buyback
Shares") at a price of 75 pence per Ordinary Share, in accordance with the
market purchase authority granted to it at NewRiver's Annual General Meeting
held on 31 July 2025 (the "Proposed Buyback"). Any Buyback Shares repurchased
by NewRiver pursuant to the Proposed Buyback will be cancelled. The amount of
Buyback Shares to be repurchased by NewRiver will depend on the number of
Placing Shares sold pursuant to the Placing, subject to the maximum referred
to above.

 

The Board believes the Proposed Buyback is in the best interests of all
shareholders. The current share price materially undervalues the Company, and
the Board is of the view that the Proposed Buyback is an attractive allocation
of capital that will be immediately accretive to both Underlying Funds From
Operations ("UFFO") per share and EPRA Net Tangible Assets ("NTA") per share
thus generating value for shareholders.

 

Having announced the completion of the disposal of Abbey Centre in
Newtownabbey, Northern Ireland for £58.8m on 3 June 2025, in-line with both
the March 2025 and the March 2024 book values, the Proposed Buyback offers the
Company an opportunity to partially reinvest those proceeds at a material
discount to the current net asset value.

 

The Company's Loan to Value ("LTV") as at 30 June 2025 was 38%, reduced from
42% as at 31 March 2025 following the disposal of Abbey Centre. The maximum,
immediate impact of the Proposed Buyback, in the event that the Company
repurchases 47,708,400 Buyback Shares, will be approximately 4%, which would
result in LTV being temporarily above the Company's medium-term guidance of
<40%. The Company remains committed to its LTV guidance and has
consistently demonstrated its ability to return to within that guidance
through disposals, most recently with the disposal of Abbey Centre.

 

The Proposed Buyback is expected to increase NTA per share by approximately 4%
and UFFO per share by approximately 3% on an annualised basis, following the
disposals to return to within medium-term LTV guidance mentioned above.

 

Panmure Liberum Limited ("Panmure Liberum") is acting as Sole Bookrunner for
the Selling Shareholder in connection with the Placing.

 

The final number of Buyback Shares to be repurchased by the Company from the
Selling Shareholder will be confirmed following the close of the bookbuild
process in connection with the Placing.

 

Enquiries:

 

For further information

 

 NewRiver REIT plc                             +44 (0)20 3328 5800
 Allan Lockhart (Chief Executive)

 Will Hobman (Chief Financial Officer)

 

 

 FTI Consulting        +44 (0)20 3727 1000
 Dido Laurimore

 Eve Kirmatzis

 

About NewRiver

 

NewRiver REIT plc ('NewRiver') is a leading Real Estate Investment Trust
specialising in buying, managing and developing resilient retail assets
throughout the UK.

 

Following the completion of its acquisition of Capital &
Regional in December 2024, NewRiver has a £0.8 billion UK wide portfolio
covering 7.9 million sq ft, comprising 27 community shopping centres and 13
conveniently located retail parks occupied by tenants predominately focused on
essential goods and services. In addition, we manage 21 shopping centres and
18 retail parks on behalf of Capital Partners, taking our total Assets Under
Management to £2.4 billion. Our objective is to own and manage the most
resilient retail portfolio in the UK, focused on retail parks, core shopping
centres and regeneration opportunities to deliver long-term attractive
recurring income returns and capital growth for our shareholders.

 

NewRiver is listed on the Equity shares (commercial companies) category of the
Main Market of the London Stock Exchange (ticker: NRR). Visit www.nrr.co.uk
(http://www.nrr.co.uk/)  for further information.

 

LEI Number: 2138004GX1VAUMH66L31

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