Guy Pinsent, President and CEO of Less Mess, commented:
“This acquisition represents an important first step in building a substantial self-storage business in a high growth region with almost zero market penetration: a huge opportunity. The five stores acquired, four of which are freehold properties in excellent locations in Warsaw and Prague, are generating growing cash flow with further upside potential. Poland and the Czech Republic, which have just celebrated 10 years’ membership of the European Union, have robust macroeconomic outlooks which will further underpin the self-storage story. We now have a lot of work to do in rebranding, restructuring and rolling out the business. The board would like to thank our staff and advisors for their efforts in closing this complex transaction, and express our enthusiasm for working together as we grow the Company.”
Pursuant to a final share sale and purchase agreement dated April 24, 2014, the Company purchased all of the issued and outstanding shares of five companies which, collectively, own and operate the facilities. Three of the acquired companies are incorporated in Poland (Krakowska House Sp. z o.o., Torunska House Sp. z o.o. and City Self-Storage Sp. z o.o.) and two companies are incorporated in the Czech Republic (Selvaag Evropska Building A.S. and City Self-Storage S.R.O.). Collectively, the five acquired companies operate five self-storage facilities, two of which are in Warsaw, Poland, and three of which are in Prague, Czech Republic. The vendors under the share purchase agreement were Selvaag Eiendom A.S. and Selvaag Self-Storage A.S. (the “Vendors“). The Vendors are owned by Selvaag Gruppen A.S., a Norwegian company, and were advised by Oslo headquartered investment bank, ABG Sundal Collier.
Less Mess acquired the companies for an aggregate purchase price of 14,000,000 Euros, 7,000,000 Euros of which was paid on closing, and 7,000,000 Euros of which was Vendor-financed through the assumption by Less Mess of existing debt owed by the acquired companies to the Vendors. In connection with the acquisition, the Company completed a $7,000,000 equity offering and a $5,250,000 bond offering.
The transaction was a “change of business” transaction under the policies of the TSX Venture Exchange, and accordingly required the approval of the Company’s shareholders. In conjunction with the transaction, the Company’s common shares were consolidated on a 12:1 basis and the Company changed its name to “Less Mess Storage Inc.” The Company’s shareholders approved the transaction, the consolidation and the name change at the Company’s annual general and special meeting of shareholders held on March 27, 2014.
On closing of the transaction, Peter Smith resigned as the Company’s President and CEO in order for Guy Pinsent to adopt these roles. Pinsent is an entrepreneur with a background in investment and corporate banking (Citibank London, branded consumer team with clients including Bacardi, Diageo and British American Tobacco), the British Foreign Service and real estate investment and development. Pinsent was formerly a partner at Personal Storage, a private British self-storage business, at the time the sixth largest in the UK, before focussing on the self-storage opportunity in Poland and neighboring markets. Pinsent’s real estate experience includes head of business development at Colliers International Poland, and consulting to a wide range or investors and developers. He assisted on the financing, development and sale of Helical Poland’s ‘Europa Centralna’ retail park, an investment of EUR 115 million delivering 720,000 square feet of retail space (Phase 1), one of the largest retail developments in Europe.
Peter Smith will remain Chairman of the Company’s board and will act as Vice President, Corporate Development.
The Company also announced that it has issued an aggregate of 815,000 stock options to officers, directors and consultants of the Company. The stock options have an exercise price of $1.00, vest immediately, expire five years from the date of grant and are subject to a four month hold period. The grant of options is subject to the provisions of the Company’s Stock Option Plan, the policies of the TSX Venture Exchange and applicable securities laws.
About Less Mess Storage Inc
Less Mess Storage Inc. owns and operates the largest self-storage chain in Central and Eastern Europe. The Company’s registered and records office is located in Vancouver, British Columbia, its head office is located in Warsaw, Poland, and it also has offices in Prague, Czech Republic. The Company’s common shares are listed on the TSX Venture Exchange under the stock symbol “LMS”. For further information, please refer to the Company’s website at www.lessmess-storage.com∩╗┐ and filings on SEDAR (www.sedar.com), or contact the Company by telephone at 778.999.7030.
(via MarketWired)
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