News

New listing of MURAPOL

16

2023-12-15 14:12:42

The company MURAPOL S.A. ​was newly listed on the GPW Main Market on 15 December 2023.
MURAPOL S.A.
is the 413th company listed on the Main Market and the tenth new listing on the Main Market in 2023.

Key information

company name

MURAPOL S.A.

ticker/short name

MUR/MURAPOL

market (main/parallel)

main

companies listed on the (regulated) market

413

new listings in 2023 on the (regulated) market

10

business sector

sale of real estate

companies listed in the sector

18

seat

Bielsko-Biała

Polish/foreign (other listing markets)

Polish

(N/A)

core business

real estate developer

IPO/public sale (Y/N)

only public sale of existing shares

issue/selling price

selling price: PLN 33.00

public offering value:

PLN 363,528,000

company valuation*

PLN 1,346,400,000

reference price

PLN 33.00

% free float
in shares subject to the application

21.71%

free float value*

PLN 292,248,000

% free float in all shares

21.71%

free float value*

PLN 292,248,000

number of shareholders
(shares subject to the application)

3,910

Investment Firm responsible for the opinion

Pekao Investment Banking S.A. in Warsaw

Legal Adviser

Rymarz, Zdort, Maruta, Wachta, Gasiński, Her i Wspólnicy sp.k. (Polish law)

Freshfields Bruckhaus Deringer LLP (English and US law)

Auditor

Ernst & Young Audyt Polska sp. z o.o. sp. k.

* at the selling price equal to PLN 33.00

ISSUER’S HISTORY AND BUSINESS

The Murapol Group has been present on the residential property market in Poland since 2001 and is one of the most experienced residential developers in Poland. Since 2021, the Group has also been developing its activities on the institutional residential rental market.

The Group has an extensive portfolio of completed projects: from the launch of its operations in 2001 until 30 September 2023, the Group completed 81 development projects in 17 cities in Poland, including the construction of 411 buildings and 27,200 residential/commercial units. Thanks to the growth of its operations, the Murapol Group has become one of the largest entities in Poland in terms of the number of flats sold (i.e., flats which are the subject of development agreements or preliminary sales agreements) and flats handed over to clients.

As at 30 September 2023, the Murapol Group’s land bank was sufficient for the development of approximately 19,800 units, according to the Company. According to the Management Board, it was one of the largest land banks held by Polish residential developers listed on GPW.

The Group is the most geographically diversified residential developer in Poland.

The Management Board is of the opinion that the Murapol Group’s differentiating feature in the industry, and the basis for its significant competitive advantages, is the most vertically integrated business model in Poland (compared to Polish residential developers listed on GPW). This includes concentration of all competences within the Group necessary to implement development projects. In particular, it includes land acquisition, architectural and engineering design, project budgeting, general construction execution, procurement of construction materials, investment supervision, and own marketing and sales activities. The Group (through its Subsidiary - Partner S.A.) has the competence to act independently as the general contractor for each of its development projects, which ensures their high profitability and the Group’s high level of control over their implementation process and costs. The Company acts as the holding company within the Murapol Group; operations are conducted by the Subsidiaries.

The Company’s Material Subsidiaries include: Cross Bud S.A. as the main company involved in the procurement of construction materials; Home Credit Group Finanse i Nieruchomości sp. z o.o. as a company of significant importance to the Group in the area of brokering the sale of units; Murapol Architects Drive S.A. as the main company specialising in architecture and land acquisition and conducting processes to obtain the required permits and decisions; Murapol Real Estate S.A. as the Group’s main development company; and Partner S.A. as the general contractor. In the execution of development projects, the Murapol Group also uses the services of external entities, including in particular subcontractors providing various construction services as well as sales services to the Group.

CHARACTERISTICS OF ADMITTED FINANCIAL INSTRUMENTS

The Company’s share capital amounts to PLN 2,040,000 and is divided into 40,800,000 shares with a nominal value of PLN 0.05 each, including:

  • 8,200,000 series A1 ordinary bearer shares,
  • 2,000,000 series A2 ordinary bearer shares,
  • 9,800,000 series B ordinary bearer shares,
  • 16,000,000 series C1 ordinary bearer shares,
  • 4,000,000 series C2 ordinary bearer shares,
  • 800,000 series D ordinary bearer shares.

Issue of series A1 shares

Number of shares: 8.200.000
Issue price date: 5 January 2007
Issue price: PLN 0.36
Payment: transformation of a limited liability company into a joint-stock company

Issue of series A2 shares

Legal basis: transformation of a limited liability company into a joint-stock company
Number of shares: 2,000,000
Issue price date: 5 January 2007
Issue price: PLN 0.36
Payment: transformation of a limited liability company into a joint-stock company

Issue of series B shares

Number of shares: 9,800,000
Issue price date: 1 October 2007
Issue price: PLN 0.05
Payment: cash

Issue of series C1 shares

Number of shares: 16,000,000
Issue price date: 23 May 2011
Issue price: PLN 0.05
Payment: cash

Issue of series C2 shares

Number of shares: 4,000,000
Issue price date: 23 May 2011
Issue price: PLN 0.05
Payment: cash

Issue of series D shares

Number of shares: 800,000
Issue price date: 8 December 2015
Issue price: PLN 0.05
Payment: cash

PUBLIC OFFERING

The Company did not issue any new shares in connection with the offering and admission of shares to trading on the regulated market. The public offering only included the sale of existing shares of the Company.

Selling Shareholder:  AEREF V PL INVESTMENT S.à r.l., Luxembourg

A total of 11,016,000 existing shares were sold (and transactions were settled) in the public offering, including:

  • 10,161,000 shares for Institutional Investors,
  • 855,000 shares for Retail Investors (allotment using GPW’s IT system; 88% reduction in allotment, 3,830 investors subscribed for the shares).

Selling price: PLN 33

Total value of the public offering for sale (excluding the Offering Increase Option): PLN 363,528,000

  • The over-allotment option directed to Institutional Investors covers up to 1,224,000 shares and will be settled on the first day of trading or on the following day.

Shareholding structure at the date of the application

As at the date of the application, the sale of shares in the Individual Investor Tranche, where shares were purchased via GPW’s IT system, and shares sold in the Institutional Investor Tranche were cleared on accounts.

Shareholder

Number of shares

% of capital =
% of votes

AEREF V PL INVESTMENT S.à r.l.

28,984,000

71.04%

Significant shareholder (to be notified under Article 69 of the Public Offering Act)

2,960,000

7.25%

total “small” shareholders including:

8,856,000

21.71%

Individual Investors who acquired shares allotted through GPW

855,000

 

Other small investors including those who acquired shares in the Institutional Investor Tranche

8,001,000

 

Total shares

40,800,000

100%


Shareholding structure after clearing the Offering Increase Option up to 1,224,000 shares on the first day of trading or the next trading day (INDICATIVE)

Shareholder

Number of shares

% of capital =
% of votes

AEREF V PL INVESTMENT S.à r.l.

27,760,000

68.04%

Significant shareholder (to be notified under Article 69 of the Public Offering Act)

2,960,000

7.25%

total “small” shareholders including:

10,080,000

24.71%

Individual Investors who acquired shares allotted through GPW

855,000

 

Other small investors including those who acquired shares in the Institutional Investor Tranche

8,001,000

 

Offering Increase Option

1,224,000

 

Total shares

40,800,000

100%


Selected consolidated financials under IFRS (PLN’000):

 

Q3 2023

2022

2021

2020

Revenue

966,892

1,005,660

1,085,215

854,446

Net profit

189,945

212,898

225,965

91,245

Equity

530,212

439,530

504,978

279,828

Liabilities

1,233,152

1,290,073

1,116,356

956,282

Cash (closing balance)

180,710

269,522

267,869

122,002


Financial instruments introduced to trading:

  • 8,200,000 series A1 ordinary bearer shares,
  • 2,000,000 series A2 ordinary bearer shares,
  • 9,800,000 series B ordinary bearer shares,
  • 16,000,000 series C1 ordinary bearer shares,
  • 4,000,000 series C2 ordinary bearer shares,
  • 800,000 series D ordinary bearer shares.

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