/ Key word(s): Real Estate/Bond
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA (THE "UNITED STATES") OR IN OR INTO OR TO ANY PERSON RESIDENT OR LOCATED IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO PUBLISH OR DISTRIBUTE THIS DOCUMENT.
22 July 2020
Aroundtown SA announces the final results of its offers to the holders of its €600,000,000 (€210,500,000 outstanding) 1.5% Notes due 2022 and €550,000,000 (€151,000,000 outstanding) 2.125% Notes due 2023 to tender such Notes for purchase for cash.
Further to its announcements on 15 July 2020 and earlier today, Aroundtown SA (the "Company") hereby announces the final results of its offers to the holders of its (i) €600,000,000 1.5% Notes due 2022 with a principal amount outstanding of €210,500,000 (ISIN: XS1403685636) (the "2022 Notes") to tender the 2022 Notes for purchase by the Company for cash (the "2022 Offer") and (ii) €550,000,000 2.125% Notes due 2023 with a principal amount outstanding of €151,000,000 (ISIN: XS1532877757) (the "2023 Notes" and, together with the 2022 Notes, the "Notes") to tender the 2023 Notes for purchase by the Company for cash (the "2023 Offer" and, together with the 2022 Offer, the "Offers").
The Offers were announced on 15 July 2020 and were made subject to the terms and conditions set out in the tender offer memorandum dated 15 July 2020 (the "Tender Offer Memorandum") prepared by the Company.
Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.
Announcement of Final Results
The Company has decided to accept €51,500,000 in aggregate principal amount of the 2022 Notes validly tendered. The final results of the 2022 Offer are as follows:
2022 Final Acceptance Amount €51,500,000
2022 Interpolated Mid-Swap Rate -0.399%
2022 Clearing Spread 55 bps
2022 Purchase Yield 0.151%
2022 Purchase Price 102.390%
2022 Scaling Factor Not applicable
The Company has decided to accept €47,900,000 in aggregate principal amount of the 2023 Notes validly tendered. The final results of the 2023 Offer are as follows:
2023 Final Acceptance Amount €47,900,000
2023 Interpolated Mid-Swap Rate -0.408%
2023 Clearing Spread 80 bps
2023 Purchase Yield 0.392%
2023 Purchase Price 104.534%
2023 Scaling Factor Not applicable
Settlement and Payment
The Settlement Date for the Offers is expected to be 24 July 2020.
The Company will also pay an Accrued Interest Payment in respect of the Notes accepted for purchase.
The relevant Purchase Price and Accrued Interest Payments payable to Noteholders for such Notes in each Clearing System will be paid, in immediately available funds, on the Settlement Date subject to the right of the Company to delay the acceptance of Tender Instructions as set out in this Tender Offer Memorandum to such Clearing System for payment to the cash accounts of the relevant Noteholders in such Clearing System (see "Procedures for Participating in the Offers" in the Tender Offer Memorandum). The payment of such aggregate amounts to the Clearing Systems will discharge the obligation of the Company to all such Noteholders in respect of the payment of the relevant Purchase Price and relevant Accrued Interest Payments.
Provided the Company makes, or has made on its behalf, full payment of the relevant Purchase Price and Accrued Interest Payments for all Notes accepted for purchase pursuant to the Offers to the Clearing Systems on or before the Settlement Date, under no circumstances will any additional interest be payable to a Noteholder because of any delay in the transmission of funds from the relevant Clearing System or any other intermediary with respect to such Notes of that Noteholder.
The Company might purchase further Notes in the open market or otherwise. If purchases (and corresponding cancellations) and/or redemptions have been effected in respect of 80 per cent or more in aggregate principal amount of the 2022 Notes or the 2023 Notes, the Company will consider exercising its option under the terms and conditions of such Notes to redeem all outstanding 2022 Notes or 2023 Notes, as applicable, at their principal amount together with accrued but unpaid interest, if any.
The complete terms and conditions of the Offers are set forth in the Tender Offer Memorandum.
Notes that are not successfully tendered for purchase pursuant to the relevant Offer will remain outstanding.
Dealer Managers: Citigroup Global Markets Limited (Telephone: +44 20 7986 8969; Attention: Liability Management Group; Email: [email protected]) and Deutsche Bank Aktiengesellschaft (Telephone: +44 20 7545 8011; Attention: Liability Management Group)
Tender Agent: Lucid Issuer Services Limited (Telephone: +44 20 7704 0880; Attention: Arlind Bytyqi; Email: [email protected])
This announcement is made by the Company:
DISCLAIMER This announcement must be read in conjunction with the Tender Offer Memorandum. This announcement and the Tender Offer Memorandum contain important information which should be read carefully. If you are in any doubt as to the contents of this announcement or the Tender Offer Memorandum or the action you should take, you are recommended to seek your own financial and legal advice, including as to any tax consequences, immediately from your broker, bank manager, solicitor, accountant or other independent financial or legal adviser. None of the Dealer Managers, the Tender Agent and the Company makes any recommendation as to whether Noteholders should tender Notes for purchase pursuant to the Offers.
None of the Dealer Managers, the Tender Agent and any of their respective directors, officers, employees, agents or affiliates assumes any responsibility for the accuracy or completeness of the information concerning the Company, the Notes or the Offers contained in this announcement or in the Tender Offer Memorandum. None of the Company, the Dealer Managers, the Tender Agent, or any director, officer, employee, agent or affiliate of any such person, is acting for any Noteholder, or will be responsible to any Noteholder for providing any protections which would be afforded to its clients or for providing advice in relation to the Offers, and accordingly none of the Company, the Dealer Managers, the Tender Agent, or any director, officer, employee, agent or affiliate of any such person, makes any recommendation as to whether Noteholders should tender Notes in the Offers. None of the Dealer Managers, the Tender Agent nor any of their respective directors, officers, employees, agents or affiliates assumes any responsibility for any failure by the Company to disclose information with regard to the Company or the Notes which is material in the context of the Offers and which is not otherwise publicly available.
Offer and distribution restrictions
Neither this announcement, the Tender Offer Memorandum nor the electronic transmission thereof constitutes an offer to buy or the solicitation of an offer to sell Notes (and tenders of Notes in the Offers will not be accepted from Noteholders) in any circumstances in which such offer or solicitation is unlawful. In those jurisdictions where the securities, blue sky or other laws require the Offers to be made by a licensed broker or dealer and any of the Dealer Managers or any of their respective affiliates is such a licensed broker or dealer in any such jurisdiction, the Offers shall be deemed to be made by such Dealer Manager or such affiliate, as the case may be, on behalf of the Company in such jurisdiction.
The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions is restricted by law. Persons into whose possession this announcement or the Offers come are required by the Company, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.
22.07.2020 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
|40, Rue du Curé|
|Grand Duchy of Luxembourg|
|Phone:||+352 288 313|
|ISIN:||LU1673108939, XS1227093611, XS1336607715, XS1403685636, XS1449707055, XS1532877757, XS1540071724, XS1586386739, XS1649193403, XS1700429308, XS1715306012, XS1761721262, XS1815135352, XS1753814141, CH0398677689, XS1857310814|
|WKN:||A2DW8Z, A1Z07A, A18V71, A180VY, A1839S, A1899S, A19LQR, A19QUX, A19Q3W, A19VK9, A19Z76, A19U7Q|
|Indices:||MDAX, MSCI, STOXX Europe 600, S&P 350, FTSE EPRA/NAREIT, GPR 250|
|Listed:||Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Stuttgart; Dublin, Luxembourg Stock Exchange, SIX|
|EQS News ID:||1099357|
|End of News||DGAP News Service|