On 4 December 2025, Deutsche Konsum REIT-AG (‘DKR’) – rated C/Under review for a developing outcome – announced that its extraordinary general meeting approved a capital increase through a combination of cash and non-cash contributions. This decision follows BaFin’s exemption from the mandatory takeover offer requirement in the event that VBL (DKR’s main creditor) or its affiliates gain control through the capital increase.

The measure is a key step in implementing the restructuring plan finalised on 1 September 2025 and prepared by FTI-Andersch AG. The plan comprises:

• A capital increase including a debt-to-equity swap for liabilities of up to EUR 120m; and
   
• Property disposals of approximately EUR 300m to reduce debt.

The capital increase will combine subscription rights with a non-cash component, primarily a debt-to-equity swap of convertibles and Namensschuldverschreibungen (NSVs) worth up to EUR 120m, EUR 108m of which relates to entities linked to VBL. VBL’s contribution will depend on the other shareholders’ subscription uptake. Implementation is expected after January 2026, subject to the appeal period and completion of legal formalities.

Successful execution of the swap would materially strengthen DKR’s credit metrics: Scope-adjusted loan/value ratio* could fall by 10–15 percentage points (end-June 2025: 56%), while debt/EBITDA could decline by around 4x (last twelve months to end-June 2025: 16x). The above measures will likely reduce annual interest payments by around EUR 10m, creating additional headroom for deleveraging and investments into DKR’s portfolio. Liquidity is also set to improve, as all creditors with maturities before September 2027 have agreed to extend or commit to similar terms, leaving no debt due before that date.

Any positive rating impact will depend on timely execution of the debt-to-equity swap and progress on asset sales under the restructuring plan. The under review status for a developing outcome of DKR’s ratings remains appropriate, given the ongoing execution risk around the debt-to-equity swap.

This commentary does not constitute a credit-rating action, nor does it indicate the likelihood that Scope will conduct a credit-rating action in the short term. Information about the latest credit-rating action connected with this monitoring note along with the associated ratings history can be found on scoperatings.com. 

*All credit metrics refer to Scope-adjusted figures.