- World’s first issue of a digital twin of shares in a listed company
- Public offer based on securities prospectus as of 24 November 2020
- Subscription starting from one token possible – signal effect for financial centre Germany
- Thomas Olek, CEO, of publity AG: “A milestone in the international real estate industry. We make real estate digital and investable for everyone, no matter the location or infrastructure”.
Frankfurt/Main (24.11.2020) – The real estate investor PREOS Global Office Real Estate & Technology AG (PREOS) is the world’s first listed company whose shares are digitally securitised by a Blockchain-based “digital twin” (token). The tokens will be issued by the PREOS parent company publity AG by way of a public offering in Germany and Austria on the basis of a securities prospectus approved by the German Federal Financial Supervisory Authority (BaFin) on 23 November 2020. They will also be issued by way of an international private placement. The offer includes 50 million PREOS tokens. This is the world’s largest tokenisation project in the real estate industry. In a first step, publity AG has already digital twins of PREOS shares with a market value of around EUR 230 million, which corresponds to a token number of 25 million. The medium to long-term goal is a total token volume of EUR 1 billion.
Investors will be able to invest in the PREOS Token as of 24 November 2020, irrespective of their location and entirely digitally. The initial issue price per PREOS token is EUR 9.25 (XETRA closing price of the PREOS share on 23 November 2020). The PREOS token is based on the Ethereum Blockchain and guarantees essential shareholder rights. Each PREOS token corresponds to one PREOS share. The token holder has a digitally deposited non-cash asset on the Blockchain and can exchange his token for a conventional PREOS share at any time. The digital twins of PREOS shares, which provide the same dividend and voting rights at the Shareholders’ Meeting of PREOS as all other PREOS shares, are held in custody by a collateral trustee.
The PREOS token can be subscribed online at www.preos-token.de. The securities prospectus applicable to the public offering was published on 24 November 2020 on publity AG’s website (www.publity.de) in the “Investor Relations” section. In this context, the information listed below under “Disclaimer” must be observed.
Olek: “We are opening a new chapter on the capital market.”
The PREOS shares required for the transaction originate from the stake of the Frankfurt-based publity AG, which currently holds around 86 percent of the PREOS shares. From an economic point of view, the sale of the tokens backed by PREOS shares is thus similar to a public re-placement of PREOS shares by publity AG. Thomas Olek, founder, CEO and majority shareholder of publity AG: “We are opening a new chapter with this tokenisation on the capital market and in the real estate sector alike. The real estate industry and the financial markets must and will become even more digital – PREOS and publity are pioneers in this respect and are taking investors on this exciting journey. We thus make real estate digitally and globally investable. We are targeting a volume of EUR 1 billion for the PREOS token in the medium to long term”.
By issuing the PREOS token on the Ethereum Blockchain, publity AG intends to emphasise its technological pioneering role and broaden the PREOS shareholder base by addressing new investor groups, says Nils von Schoenaich-Carolath, Director Treasury & Digital Assets of publity AG and project manager for the PREOS token. “With the issuance of a digital twin of the PREOS share, we have in several aspects broken new ground. Not only are we the first company to issue a digital twin of a listed share by way of a public offering. The offer is also based on an innovative trustee system, granting extensive rights to the token holders. We believe that the PREOS token will be an important step in the further expansion of the Blockchain technology in the capital market context”.
Comprehensive money laundering concept presented
The money laundering concept developed in collaboration with the Frankfurt securities trading bank Bankhaus Scheich in conjunction with the creation of the PREOS token platform sets new standards. This concept ensures that the token can only be traded by investors who have gone through a comprehensive identification process carried out by Bankhaus Scheich. With the tokenised trustee structure new legal territory on the product side was entered. Concurrently, the structure had to be coordinated with several regulatory partners in parallel in order to implement the PREOS platform. The project was legally accompanied by the cooperation of Raschke von Knobelsdorff Heiser (RKH) and Schnittker Möllmann Partners (SMP). The technical service provider is micobo, which designed the PREOS platform for the PREOS tokens.
About PREOS Global Office Real Estate & Technology AG
PREOS is an active real estate investor focused on office properties. The focus of acquisitions is on Core – Plus office properties and properties with development potential in Frankfurt and in the future other European financial centres. Value creation is generated by targeted asset management measures. The corporate strategy is to significantly expand the real estate portfolio through acquisitions in the coming years and to extend the average holding periods of properties. Based on its decision to focus exclusively on the acquisition of high-priced premium properties in top locations in German and European cities, PREOS transferred 89.9% of the share capital to GORE German Office Real Estate AG (GORE) in the summer of this year in its formerly wholly owned subsidiary PREOS Immobilien GmbH. The latter focuses on the acquisition of low- to medium-priced office properties. Since then, PREOS has held a stake of around 59.9% of GORE’s share capital. The balance sheet effects of the transaction on the IFRS consolidated figures are presented in the securities prospectus for the public offering as part of the pro forma financial information, whereby only the fair value of GORE’s assets as at the last balance sheet date of 30 June 2020 has been included. Future planned earnings figures have not been taken into account. For reasons of precaution, this valuation approach could also be retained for the preparation of the HGB annual financial statements of PREOS as of 31 December 2020, as a result of which the valuation of the 59.9% stake in GORE would be significantly lower than the EUR 179.8 million previously expected by PREOS. The PREOS share (ISIN DE000A2LQ850) is listed in the m:access over-the-counter segment of the Munich Stock Exchange (PAG.MU) and on Xetra (PAG.DE). The company headquarters of PREOS is recently located in Leipzig, as of January 2021 it will be in Frankfurt.
About publity AG
publity AG (“publity”) is an asset manager and investor specialised in office real estate in Germany. The company covers the core of the value chain from the acquisition to the development and the sale of real estate. With over 1,100 transactions in the past seven years, publity is one of the most active players in the real estate market. Currently, the company manages a portfolio with a value of over five billion euros. publity is characterized by a sustainable network in the real estate industry and in the Work-Out departments of financial institutions. In recent years, publity has digitalised the German office real estate market, with the result that its subsidiary PREOS possesses all the information on 9,500 relevant properties in the most important locations at all times. Thus the company achieves advantages both in the letting of the areas and in the search for buyers and salesmen of real estates.
With very good access to investment funds, publity handles transactions rapidly with a highly efficient process and proven partners. On a case-by-case basis, publity participates as co-investor in joint venture transactions to a limited extent. The shares of publity AG (ISIN DE0006972508) are traded on the Scale segment of Deutsche Börse.
Phone: +49 69 6959 73 – 566
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This publication does not constitute an offer. In particular, it does not constitute a public offer to sell or an offer or a solicitation of an offer to purchase, purchase or subscribe for any tokens, shares or other securities. The offer is based exclusively on the securities prospectus approved by the German Federal Financial Supervisory Authority (BaFin) on 23 November 2020 and published on the website of publity AG (www.publity.de) in the “Investor Relations” section. Only the securities prospectus contains the information for investors required by law.
Investors are advised to read the securities prospectus, which has been audited by the German Federal Financial Supervisory Authority (BaFin) for completeness, coherence and comprehensibility, as published on the website of publity AG (www.publity. de) in the ” Investor Relations” section before deciding to buy or sell PREOS tokens or shares of PREOS Global Office Real Estate & Technology AG in order to fully understand the potential risks and opportunities of the investment decision, and to make an investment decision only using all available information about the Company after consulting with own lawyers, tax and/or financial advisers. It should be noted that approval of the Prospectus by BaFin is not to be construed as an endorsement of the relevant securities.
A public offer of the securities mentioned in this publication is being made exclusively on the basis of and in accordance with the securities prospectus and only in the Federal Republic of Germany and the Republic of Austria. In particular, neither a public offering nor a solicitation of an offer to purchase securities in the United States of America, Japan, Canada, New Zealand or Australia will be made.
The securities mentioned in this publication have not been and will not be registered under the United States Securities Act of 1933 (the “Securities Act”) or the securities laws of any state of the United States of America and may not be admitted to trading in or into the United States of America or into or on behalf of or for the account or benefit of a U.S. person or entity.The securities may not be offered, offered, sold, pledged, transferred or delivered (directly or indirectly) to, or for the account or benefit of, any person (as such term is defined in Regulation S under the Securities Act) absent registration or an exemption from, or pursuant to an exemption from, the registration requirements of the Securities Act or a transaction not subject to the registration requirements of the Securities Act and in any event in accordance with the securities laws of any state of the United States.
This publication may contain future-oriented statements. Future-oriented statements are all statements that do not refer to historical facts or events. This applies in particular to statements about the intentions, beliefs or current expectations of the Company with respect to its future financial performance, plans, liquidity, prospects, growth, strategy and profitability as well as the economic environment in which the company operates. The future-oriented statements are based on current estimates and assumptions made by the company to the best of its knowledge. However, such forward-looking statements are subject to risks and uncertainties because they relate to future events and are based on assumptions that may not occur in the future. The company is not obliged to update or modify the future-oriented statements contained in this publication to reflect events or circumstances occurring after the date of this publication, unless they contain insider information subject to publication requirements.
publity AG brings digital twin of the PREOS share onto the Blockchain