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M&A in real estate: consolidation in Germany and Switzerland

Who is buying whom, and why. Notably many portfolio company sales driven by refinancing pressure.

January 20265 min read

Consolidation is under way, but quieter than in previous cycles. Instead of spectacular takeovers we mostly see sales of entire portfolio companies, often forced by refinancing.

What is driving the market

Facilities from the low-rate era maturing. Anyone who signed in 2019 on terms no longer available has three options: inject equity, sell assets, or sell the company. The third has become more common.

On the buy side sit capitalised long-term holders and platform operators building management volume. For them, taking over a company with a working team often beats buying assets one by one.

Valuing property companies

NAV is the starting point, never the result. Discounts come from latent tax on hidden reserves, from financings that cannot be transferred, and from overhead the buyer does not need.

Premiums come from the platform: established management, tenant relationships, development pipeline. That part is regularly underpriced because it does not fit neatly into a spreadsheet.

The critical point: change of control

Almost every loan agreement contains a change-of-control clause. No share purchase completes without lender consent, and obtaining it is the critical path. We bring the banks to the table early — counterintuitive, but it saves six to eight weeks on average.

In short

Refinancing pressure is the driver, not growth appetite. Sellers should secure lender consent early; it sets the timetable.

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