Moody's Rates Eur 1 Billion in CMBS Secured by Vendex Stores Portfolio

Moody's Investors Service - August 22, 2006

The transaction represents the securitisation of a loan secured by 70 retail properties and 3 car parks in the Netherlands, used to re-finance a bridge loan provided by NIBC Bank N.V. and ING Real Estate Finance N.V. In November 2005 a consortium of IEF Capital, Bouwfonds Asset Management and Stichting Pensioenfonds voor de Gezondheid, Geestelijke en Maatschappelijke belangen (better known s "PGGM") acquired the real estate portfolio of Vendex KBB which was sold by public auction. The sale was structured via a share deal.

The portfolio of properties consists of 70 high street retail properties and 3 car parks with an average age of approximately 36 years, a gross floor area of 543,133 square meters and 1,022 parking spaces. All properties are rented out on long term 10-25 year, contracts to operating companies of the Maxeda group, with Hema B.V. representing 44%, Magazijn "De Bijenkorf" B.V. 28%, Vroom & Dreesmann Warenhuizen B.V (“V&D”) 21% and the car parks 7% of the €69 million U/W annual gross rent. The properties are fully occupied. Table 1 in Appendix shows the U/W market value, vacant possession value (VPV), gross rent and ERV for each tenant. The total portfolio U/W market value is €1.37 billion, the VPV is €1.39 billion; [1.5]% above the market value due to the reversionary potential of the properties (U/W gross rent €69 million, ERV €78.4 million).

The portfolio was acquired in November 2005. The fiscal book value of the portfolio amounts to approximately €111 million that creates a deferred tax liability in case of a sale of the assets. In case of the enforcement of the mortgage, the Issuer will rank prior to the tax authorities.

Although the three tenants are separate legal entities their respective financial
obligations are guaranteed by their joint indirect parent Maxeda B.V. (former Vendex KBB B.V.). Victoria Acquisition III B.V. (rated B1) is the parent company holding 100% of the shares in Maxeda. Maxeda is a leading non-food retailer in the Netherlands, and is active in six other European countries: Belgium, Luxembourg, Denmark, Germany, France and Spain.

The tenants to a large extent operate their retail format independently as they have different market focus. HEMA is a unique general merchandise retailer offering a wide range of attractively designed, good value, everyday household items, under the HEMA brand name. V&D is the only national middle-market department store chain in the Netherlands. V&D offers a wide variety of products in several categories, including apparel, lifestyle and home entertainment, mostly under its own labels. Bijenkorf is the only national up-market department store chain in the Netherlands. Bijenkorf offers a wide variety of up-market products, including apparel, cosmetics, accessories, household goods, leisure goods, and fine goods, with international premium brands and A-brands as well as private label brands. Sphere: Related Content