Milbank LLP advised an affiliate of Apollo in its capacity as majority shareholder of DEMIRE Deutsche Mittelstand Real Estate AG (DEMIRE) in connection with the comprehensive financial restructuring of DEMIRE’s unsecured corporate bond (ISIN: DE000ASYPAK1) with an original outstanding principal amount of EUR 499 million.
DEMIRE acquires and holds commercial properties in medium-sized cities and up-and-coming peripheral locations in metropolitan areas throughout Germany. As of 30 June 2024, DEMIRE had a real estate portfolio of 58 properties with a lettable area of around 0.7 million square meters.
The shareholder-led financial restructuring transaction comprised, inter alia, a partial redemption of DEMIRE’s bonds at par in the aggregate principal amount of EUR 49.9 million, an extension of the maturity date of the bonds to 31 December 2027 and further comprehensive amendments to the terms and conditions of the bonds, including a 5.00% cash interest rate, a collateralization of the bonds and a revised set of covenants. The amendments to the terms and conditions of the bonds were resolved in accordance with the German Bond Act (Schuldverschreibungsgesetz).
As part of the transaction, DEMIRE launched a tender offer for the repurchase of bonds backstopped by certain bondholders. In connection with such tender offer and backstop, DEMIRE repurchased and cancelled bonds in an aggregate outstanding principal amount of approx. EUR 196.7 million. To facilitate the tender offer and the backstop, the Shareholder granted DEMIRE a shareholder loan in an amount of up to EUR 100 million.
The aggregate outstanding principal amount of DEMIRE’s bonds was reduced to EUR 253.71 million as a result of the transaction.
The Milbank team that advised Apollo on the restructuring, financing, corporate, capital markets and tax aspects of the transaction, was led by partner Mathias Eisen (Restructuring, Frankfurt) and included partners Marlene Ruf (Restructuring, Munich), Yushan Ng (Restructuring, London), Philipp Klöckner (Capital Markets, Frankfurt), Thomas Kleinheisterkamp (Tax, Munich), special counsel Nico Feuerstein (Capital Markets, Munich) as well as associates Alexander Theisen, Carlo Brunold, Sebastian Mayr, Jonas Bonn (all Restructuring, Frankfurt), Christian Kolb (Capital Markets, Frankfurt), Jil Windau, Christoph Wolf (both Tax, Munich), Maximilian Hirschfeld (Corporate, Munich) and Susanne Baier (Finance, Munich).
