CHEVIOT KIRRIBILLY Vineyard Property Group became the first publicly listed group to own and operate vineyards in Australia when it was listed, with assets worth more than $44 million, on the ASX on 18 May.
The listing was a strategy to help investors realise once unmarketable land assets in vineyards by trading them for stapled securities which would continue to facilitate the ‘pass through’ of the majority of the gross income to the investor.
Each stapled security in the Cheviot Kirribilly Vineyard Property Group represents one share in Cheviot Kirribilly Vineyard Property Limited, a company operating the vineyard business, and one unit in the Cheviot Kirribilly Vineyard Property Trust, the vineyard owner.
Commercial law firm Addisons acted for the group. Jeff Mansfield led the Addisons team, with assistance from David Blackburn on the commercial property aspects of the transaction. “This was an extremely interesting transaction in a ground-breaking area,” said Mansfield. “While there are more than $10 billion of vineyard assets in Australia, fewer than 5 per cent of them are securitised in listed vehicles.”
The deal, said Mansfield, was particularly complex, since in addition to making a public offering to investors to achieve the ASX listing, the client offered stapled securities to over 100 investors in return for their individual interests in five separate community title schemes in the vineyard.
“This required a pro forma South Australian contract, with tailored special conditions, for the purchase of rural property to be included in the prospectus, and a personalised application form for each of the vineyard investors, dealing with all necessary property adjustments and settlement adjustments for their exit from the various schemes.” said Mansfield.
The transaction also involved the separate acquisition of the asset manager and vineyard manager of the schemes by Cheviot Bridge Limited, a listed company which became the manager of the Cheviot Kirribilly Vineyard Property Group.