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.
AROUNDTOWN ANNOUNCES OFFER TO THE HOLDERS OF ITS OUTSTANDING EUR600,000,000 1.5% NOTES DUE 2022 TO TENDER SUCH NOTES FOR PURCHASE FOR CASH AND LAUNCH OF AN ISSUANCE OF FIXED RATE NOTES
24 January 2018.
Aroundtown SA (Aroundtown) announces today that the Board of Directors of Aroundtown has decided to offer to the holders of its EUR600,000,000 1.5% Notes due 2022 (ISIN: XS1403685636) (the "Notes") to tender any and all such Notes for purchase by the Company for cash (the "Offer"). The Offer is subject to the terms and conditions set out in the tender offer memorandum dated 24 January 2018 (the "Tender Offer Memorandum") prepared by Aroundtown.
Aroundtown also announces today that it has launched an issuance of EUR benchmark size fixed rate notes due 2028 (the NewNotes) under the Euro Medium Term Note Programme (the EMTN programme). The Notes will be admitted to trading on the regulated market of the Irish Stock Exchange.
The purpose of the Offer is to proactively manage upcoming debt redemptions. Aroundtown intends to use the amount raised by the New Notes to re-finance and/or repay existing debt, including in connection with the Offer, and to fund Aroundtown's growth strategy.
Aroundtown is not under any obligation to accept any tender of Notes for purchase pursuant to the Offer, and tenders of Notes for purchase may be rejected in the sole and absolute discretion of Aroundtown for any reason.
About the Company
Aroundtown SA (trading symbol: AT1 on the regulated market (Prime Standard) of the Frankfurt Stock Exchange) is a specialist real estate company with a focus on value-add and income generating properties primarily in the German/NL real estate markets. Aroundtown SA (ISIN: LU1673108939) is a public limited liability company (société anonyme) established under the laws of the Grand Duchy of Luxembourg, registered with the Luxembourg Trade and Companies Register (Registre de Commerce et des Sociétés Luxembourg) under number B217868, having its registered office at 1, Avenue du Bois, L-1251 Luxembourg, Grand Duchy of Luxembourg.
This announcement may not be published, distributed or transmitted, directly or indirectly, in the United States (including its territories and possessions), Canada, Australia or Japan or any other jurisdiction where such an announcement would be unlawful, or to, or for the benefit of, U.S. Persons. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession this document or other information referred to herein should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This publication does not constitute an offer of securities for sale or a solicitation of an offer to purchase securities of Aroundtown in the United States, Germany or any other jurisdiction. Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. The securities of Aroundtown may not be offered or sold in the United States or to, or for the benefit of, U.S. Persons, absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act").
The securities of Aroundtown have not been, and will not be, registered under the Securities Act. This publication is not an extension of an offer in the United States for securities of Aroundtown. An offer for the sale of Convertible Bonds is not being made within the United States or to, or for the account or benefit of, persons located or resident in the United States or to, or for the benefit of, U.S. Persons. In the United Kingdom, this document is only being distributed to and is only directed at persons who
(i) are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). This document is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.
In member states of the European Economic Area ("EEA") which have implemented the Prospectus Directive (each, a "Relevant Member State"), this announcement and any offer if made subsequently is directed exclusively at persons who are "qualified investors" within the meaning of the Prospectus Directive ("Qualified Investors"). For these purposes, the expression "Prospectus Directive" means Directive 2003/71/EC as amended, including by Directive 2010/73/EU, and includes any relevant implementing measure in the Relevant Member State and the expression "2010 PD Amending Directive" means Directive 2010/73/EU.
No action has been taken that would permit an offering of the securities or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions.
This information contains forward-looking statements that are based upon current views and assumptions of the Aroundtown management, which were made to its best knowledge. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors which could cause the earnings position, profitability, performance or the results of Aroundtown or the success of the housing industry to differ materially from the earnings position, profitability, performance or the results expressly or implicitly assumed or described in these forward-looking statements. In consideration of these risks, uncertainties and other factors, persons receiving these documents are advised not to unreasonably rely on these forward-looking statements. Aroundtown does not assume any obligation to update such forward-looking statements and to adjust them to any future results and developments.