SPV structure

SPV structure

Each investment is structured through a separate Danish SPV, which may hold a defined group of existing properties in Greater Copenhagen. Investors own equity interests in the companies, which own the properties. Ownership is documented in the register of shareholders and the relevant ownership registers maintained by the Danish Business Authority in accordance with applicable rules. Nordic Estates Asset Management A/S handles acquisition, financing, and ongoing management under a written agreement.

Ownership structure

Investors own the companies.
We manage the properties.

The property is owned by a dedicated SPV in which investors are the legal equity holders. Nordic Estates handles acquisition, bank and Danish mortgage credit financing, and day-to-day management. The mandate, fees, and investor rights are set out in the company's contractual documentation.

Nordic Estates
Acquisition, financing, and management
On behalf of the property company
Tenants
SPV
Owns the property
Servicing & operations
Danish mortgage credit
20-year amortization
Operations
Management
Investors
Holders of equity interests

After debt service, operating expenses, and reserves, in accordance with the company's governing agreements.

Ownership and management

Legal ownership. Professional management.

Investors own equity interests in the property companies that own the properties. Nordic Estates handles acquisition, financing, and ongoing management on investors' behalf under a written mandate.

Equity holders

Investors

Own equity interests—private or public limited company shares—in the specific property company. Ownership is documented in the company's register of shareholders. Legal and beneficial owners are registered with the Danish Business Authority in accordance with applicable rules and registration thresholds.

The property's legal owner

The SPV

The separate property company owns the property and has its own bank accounts, financing, and financial statements. Investors' voting rights, economic rights, and material decisions are governed by the company's articles of association and shareholders' agreement.

The professional manager

Nordic Estates

Handles analysis, due diligence, acquisition, discussions with the bank and Danish mortgage credit institution, and administration and operations on the company's behalf. The mandate, fees, and reporting requirements are set out in the management agreement.

Capital structure

Conservative financing on the company's behalf.

Each property is financed with approximately 40% equity and 60% Danish mortgage credit loans (LTV ~60%). Nordic Estates arranges financing and discussions with the bank and Danish mortgage credit institution on the company's behalf. Terms and any supplementary bank liquidity are determined within the agreed mandate.

Financing for each property
LTV ~60%
60%
40%
Danish mortgage credit
Danish mortgage credit institution
Equity
Investors' capital

Equity · 40%Approximately 40% of the property's value is financed with equity subscribed by investors in the property-owning SPV. This provides a solid capital buffer against fluctuations in value and interest rates.

LTV is set conservatively for each property at acquisition and may vary slightly depending on the property's characteristics and loan terms. Danish mortgage credit financing provides long maturities, stable terms, and predictable refinancing—a foundation on which we do not compromise.

Ownership

Investors are the legal owners.

Investors subscribe for equity interests in the specific SPV and are entered in the company's register of shareholders. Legal and beneficial owners are registered with the Danish Business Authority in accordance with applicable rules. The property company is the legal owner of the property.

Nordic Estates Asset Management A/S is the appointed manager under a written management agreement. We administer the company and the property within the investors' mandate, including operations, financing, reporting, and preparation for material decisions.

The shareholders' agreement reserves all material decisions for investors under the agreed decision-making rules: changes to the capital structure, refinancing, capital expenditures above a defined threshold, and any disposal of underlying properties in the SPV.

Reserved matters

Where investor consent is required.

Capital structure

Any issuance of new equity interests, dilution, or change in rights between share classes.

Debt financing

New loans, refinancing, or covenant changes beyond the agreed parameters.

Capital expenditures

Capital expenditures above a defined threshold set out in the shareholders' agreement for each SPV.

Disposal

Any sale of an underlying property or a material portion thereof.

Replacement of the manager

Termination or replacement of Nordic Estates Asset Management A/S as the appointed manager.

Distributions

Suspension or material change to the quarterly distribution policy.

Segregation of accounts

Investor capital, fully segregated.

Each SPV has its own bank accounts with a Danish systemically important financial institution. Operating liquidity, capital reserves, and distributions are administered through accounts in the SPV's name, never the manager's.

Nordic Estates Asset Management A/S has no right to commingle SPV funds with its own balance sheet. All transactions are reconciled monthly and reviewed annually by the SPV's independent auditor.

A distinctive feature of our structure is that investors in an SPV may request personal read-only access to the SPV's online banking. Access is strictly observational and provides real-time visibility into all incoming and outgoing transactions, without the ability to transact on the accounts. This is the most direct form of oversight available to an investor in a company in which they own equity interests.

Investor relations

Contact Nordic Estates
Asset Management A/S

For investor inquiries, due diligence materials, or discussions about existing mandates, please contact us using the details below.

Head office
Nordic Estates Asset Management A/S
Bredgade 30
1260 København K
Registration
CVR 44866889
Registered alternative investment fund manager (AIFM) with the Danish Financial Supervisory Authority · FT23401
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