16 November 2021
Glenveagh Properties PLC is a leading Irish homebuilder. Supported by innovation and supply chain integration, Glenveagh is committed to opening up access to sustainable high-quality homes to as many people as possible in flourishing communities across Ireland.
We are focused on three core markets - suburban housing, urban apartments and partnerships with local authorities and state agencies. We currently have 22 active construction sites with 1,150 homes for customers to be delivered in 2021 and are targeting output of greater than 3,000 homes per annum.
Completion of Castleforbes Site Sale
Further to the announcement on 25 August, Glenveagh confirms the completion of the sale of the residential and second hotel sites at Castleforbes for a cash consideration of €78.5 million to a subsidiary of Eagle Street Partners Group Limited (“Eagle Street”).
The overall Castleforbes site in the Dublin Docklands was purchased by Glenveagh in 2018 and following extensive master planning, designing, and place-making, the site now consists of two hotels, an office of 120,000 sq. ft and 700 residential units.
Earlier this year, the Group completed the €70 million sale of the 262 bed Premier Inn hotel in Castleforbes to Union Investment through a forward fund arrangement. The revenue recognised year-to-date includes approximately €16 million from the land sale element of that transaction and construction is progressing to plan on both the hotel and adjoining office.
Glenveagh has now made significant progress in monetising the overall Castleforbes development, reducing the Group’s risk while allowing the business to focus on delivering additional units in the core / repeatable business segments and significant forward fund opportunities elsewhere in the urban portfolio.
Capital Allocation Update
As announced at the Group’s AGM in May, Glenveagh’s capital allocation priorities are to investment in supply chain, land, and work-in-progress and once the business has sufficiently invested in each of these priorities, excess capital will be returned to shareholders.
The Group continues to make good progress in this regard, having invested approximately €70 million in land opportunities in the year-to-date, the addition of our second timber frame and soil recovery facilities and investing in work in progress through the opening of new sites.
Taking these capital allocation priorities into consideration, along with our prudent leverage policy and successful execution of our strategy, we have identified €100 million as excess capital which we propose to return to shareholders in the form of a Share Buyback Programme.
This Share Buyback Programme follows the successful conclusion of the Group’s first Buyback Programme in October 2021, under which shares to the value of €75 million were repurchased.
Proposed €100m Share Buyback Programme
Glenveagh announces that it intends to enter into arrangements today with J&E Davy ("Davy") to repurchase ordinary shares of €0.001 each (the "Shares") on Glenveagh's behalf for a maximum consideration of €100 million (the "Buyback").
The Buyback will commence later today, 16 November 2021, and may continue until 31 December 2022 subject to market conditions, the ongoing capital requirements of the business and the approval at an intervening extraordinary general meeting of share repurchase authorities to facilitate the Buyback, following the utilisation of the existing authorities.
Under the terms of the Buyback, ordinary shares will be repurchased on Euronext Dublin. Glenveagh will enter into non-discretionary instructions with Davy, acting as principal, to conduct the Buyback on Glenveagh's behalf and will make trading decisions under the Buyback independently of Glenveagh in accordance with certain pre-set parameters.
The Buyback will initially be conducted within the limitations of the authority granted at the Group's AGM on 27 May 2021 to repurchase Shares. Following the utilisation of the remaining 2021 AGM repurchase authority (being 15,444,150 Shares), the continuation of the Buybackwill be conditional on the approval of shareholders of a further repurchase general authority at an Extraordinary General Meeting to be held on 16 December 2021. The purpose of the proposed Buyback is to return excess capital to shareholders by reducing the share capital of Glenveagh and all Shares repurchased will be cancelled.
The Buyback will be conducted within the parameters prescribed by the Market Abuse Regulation 596/2014 and the Commission Delegated Regulation (EU)2016/1052 (also as in force in the UK, from time-to-time, including, where relevant, pursuant to the UK's Market Abuse (Amendment) (EU Exit) Regulations 2019) and in accordance with the requirements of the Euronext Dublin Listing Rules.
The execution of the Buyback may be augmented by the purchase of Shares by way of block trades. The maximum consideration payable by the Group under the Buyback will be reduced by the corresponding amount of capital returned through block trades.
Publication of Circular and Notice of EGM
A shareholder circular containing a notice of Extraordinary General Meeting will shortly be available on the Company’s website and will be posted to Shareholders.The Extraordinary General Meeting of the Company will be held at Block B, Maynooth Business Campus, Maynooth, Co. Kildare, Ireland on 16 December 2021 at 10:30am (the "EGM") for the purposes of seeking the authority to repurchase up to 10% of the ordinary share capital in issue in the Company (excluding treasury shares) as at 5 p.m. on the day on which the repurchase resolution is passed.
A copy of the circular will also be submitted to Euronext Dublin and to the U.K. National Storage Mechanism, where they will be available at:
Euronext Dublin: Company Announcements Office, The Irish Stock Exchange t/a Euronext Dublin, 28 Anglesea Street, Dublin 2
U.K. National Storage Mechanism: https://data.fca.org.uk/#/nsm/nationalstoragemechanism