Aroundtown SA successfully completes GBP and USD exchange and tender offers, and including previous Euro transactions accepts a total combined volume of €2.8 billion

THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF APPLICABLE LAWS OR REGULATIONS 

AROUNDTOWN SUCCESSFULLY COMPLETES GBP AND USD EXCHANGE AND TENDER OFFERS, AND INCLUDING PREVIOUS EURO TRANSACTIONS ACCEPTS A TOTAL COMBINED VOLUME OF €2.8 BILLION   

1 May 2024

Aroundtown (“the Company” or “AT”), announces the successful results of its voluntary exchange and tender offers for the GBP 400 million perpetual notes (ISIN: XS2017788592) and the USD 700 million perpetual notes (ISIN: XS1634523754), (the “Offer”).

An average of 90% of the existing perpetual notes were submitted into the Offer and accepted by the Company. As a result, AT will issue USD 494 million and GBP 345 million of new perpetual notes across two different series and simultaneously repurchase USD 60 million and GBP 35 million of perpetual notes via the tender offer (see detailed breakdown below).

Existing perpetual notes

1. Total nominal amount of USD 700 million, net of USD 58.5 million held in treasury.
2. Net of USD 58.5 million held in treasury which will be cancelled post transaction.

New perpetual notes

3. Swapped into Euro coupon from 7.875% in USD, until first reset date
4. Swapped into Euro coupon from 8.625% in GBP, until first reset date

Together with the previous transactions for the euro denominated perpetual notes, AT together with Grand City Properties S.A. (“GCP”, together with AT the “Group”) offered an exchange for all perpetual notes which haven't been called in 2023 and 2024 and for the ones with call dates approaching in the next 12 months. A combined amount of 79% or ca. €2.8 billion aggregate nominal amounts of existing perpetual notes were submitted across all offers and accepted by the Group. As a result, the Group issued ca. €2.5 billion of new perpetual notes across 5 different series and simultaneously repurchased over €230 million of perpetual notes via the tender offers, following the final closing of the Offer (Euro amounts of foreign currency perpetuals are based on current FX rates).

The result of the offers supports the Group’s credit metrics under S&P’s credit rating methodology as the new perpetual notes regain or extend the 50% equity content under S&P methodology. Under IFRS and for all bond covenants, all perpetual notes, including the existing perpetual notes which were not submitted in the offers, will continue to be recognised as 100% equity. As a result of the offers, the Group will see a long-term reduction in perpetual note coupon payments going forward, which is accretive to the Group’s FFO.

About the Company

Aroundtown SA (symbol: AT1), trading on the Prime Standard of the Frankfurt Stock Exchange, is the largest listed and highest rated (BBB+ by S&P) German commercial real estate company. Aroundtown invests in income generating quality properties with value-add potential in central locations in top tier European cities mainly in Germany/NL.

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 37, Boulevard Joseph II, L-1840 Luxembourg, Grand Duchy of Luxembourg.

Contact

Timothy Wright
T: +352 288 313
E: info@aroundtown.de
www.aroundtown.de

DISCLAIMER

THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY ANY SECURITIES.

THE SECURITIES MENTIONED IN THIS ANNOUNCEMENT HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT), AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT. THERE WILL BE NO PUBLIC OFFERING OF THE SECURITIES IN THE UNITED STATES.

THIS ANNOUNCEMENT IS DIRECTED AT AND IS ONLY BEING DISTRIBUTED IN THE UNITED KINGDOM TO (I) PERSONS WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (THE ORDER), (II) HIGH NET WORTH ENTITIES, AND OTHER PERSONS TO WHOM IT MAY OTHERWISE LAWFULLY BE COMMUNICATED FALLING WITHIN ARTICLE 49 OF THE ORDER, AND (III) PERSONS TO WHOM IT MAY OTHERWISE LAWFULLY BE COMMUNICATED (ALL SUCH PERSONS TOGETHER BEING REFERRED TO AS RELEVANT PERSONS). THIS COMMUNICATION MUST NOT BE READ, ACTED ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT 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) AND THE UNITED KINGDOM, THIS ANNOUNCEMENT AND ANY OFFER IF MADE SUBSEQUENTLY IS DIRECTED ONLY AT PERSONS WHO ARE “QUALIFIED INVESTORS” WITHIN THE MEANING OF REGULATION (EU) 2017/1129, AS AMENDED (THE PROSPECTUS REGULATION) (QUALIFIED INVESTORS). ANY PERSON IN THE EEA OR THE UNITED KINGDOM WHO ACQUIRES THE SECURITIES IN ANY OFFER (AN INVESTOR) OR TO WHOM ANY OFFER OF THE SECURITIES IS MADE WILL BE DEEMED TO HAVE REPRESENTED AND AGREED THAT IT IS A QUALIFIED INVESTOR. ANY INVESTOR WILL ALSO BE DEEMED TO HAVE REPRESENTED AND AGREED THAT ANY SECURITIES ACQUIRED BY IT IN THE OFFER HAVE NOT BEEN ACQUIRED ON BEHALF OF PERSONS IN THE EEA OR THE UNITED KINGDOM OTHER THAN QUALIFIED INVESTORS, NOR HAVE THE SECURITIES BEEN ACQUIRED WITH A VIEW TO THEIR OFFER OR RESALE IN THE EEA OR THE UNITED KINGDOM TO PERSONS WHERE THIS WOULD RESULT IN A REQUIREMENT FOR PUBLICATION BY AROUNDTOWN OR ANY OF THE MANAGERS OF A PROSPECTUS PURSUANT TO ARTICLE 3 OF THE PROSPECTUS REGULATION.

THIS ANNOUNCEMENT MAY CONTAIN PROJECTIONS OR ESTIMATES RELATING TO PLANS AND OBJECTIVES RELATING TO OUR FUTURE OPERATIONS, PRODUCTS, OR SERVICES, FUTURE FINANCIAL RESULTS, OR ASSUMPTIONS UNDERLYING OR RELATING TO ANY SUCH STATEMENTS, EACH OF WHICH CONSTITUTES A FORWARD-LOOKING STATEMENT SUBJECT TO RISKS AND UNCERTAINTIES, MANY OF WHICH ARE BEYOND THE CONTROL OF AROUNDTOWN SA. ACTUAL RESULTS COULD DIFFER MATERIALLY, DEPENDING ON A NUMBER OF FACTORS.