Grand City Properties S.A., / Schlagwort(e): Anleihe/Extra keyword

24.10.2014 16:22

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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 TO ANY U.S. PERSON (DEFINED AS BELOW) OR IN
ANY OTHER JURISDICTION WHERE SUCH DISTRIBUTION IS UNLAWFUL.

GRAND CITY PROPERTIES S.A. ANNOUNCES FINAL RESULTS OF CASH TENDER OFFER AND
SUCCESSFULLY PLACES EUR 500 MILLION OF NEW BONDS

24 October 2014.

Grand City Properties S.A. (the „Company“) announces today the final
results of its invitation (such invitation the „Offer“) to holders of the
Company’s outstanding EUR 350 million 6.25 per cent. senior secured series
B bonds due 2020 (the „Series B Bonds“) to tender their Series B Bonds for
purchase by the Company.

The Offer was announced on 20 October 2014 and was made on the terms and
subject to the conditions contained in the tender offer memorandum dated 20
October 2014 (the „Tender Offer Memorandum“) prepared by the Company in
connection with the Offer. Capitalised terms used but not otherwise
defined in this announcement shall have the meaning given to them in the
Tender Offer Memorandum.

The Expiration Deadline for the Offer was 5.00 p.m. (CET time) on 23
October 2014.

Final Results

As at the Expiration Deadline, the Company had received valid tenders of
EUR 331,833,000 in aggregate principal amount of Series B Bonds for
purchase pursuant to the Offer.

The Company has decided (subject to satisfaction of the New Financing
Condition) to set the Total Purchase Funds Available at EUR 371,880,242.88.
Accordingly, the Company will (subject to satisfaction of the New Financing
Condition) accept for purchase all valid tenders of Series B Bonds in full,
with no scaling.

Subject to satisfaction of the New Financing Condition, the cash purchase
price the Company will pay for Series B Bonds validly tendered and accepted
for purchase will be 109.5 per cent. of the principal amount of the
relevant Series B Bonds, together with all accrued and unpaid interest in
respect of those Series B Bonds.

The Settlement Date in respect of any Series B Bonds accepted for purchase
is expected to be 31 October 2014. Following settlement of the Offer, EUR
18,167,000 in aggregate principal amount of the Series B Bonds will remain
outstanding.

Series D Bonds

In addition, the Company announces the successful placing of EUR 500
million, in aggregate principal amount of new fixed-rate secured bonds, due
2021 with a coupon of 2 per cent. and a price of 95.564% of their principal
amount (the „Series D Bonds“). The offer was over-subscribed.

The New Issue Settlement Date is expected to be 29 October 2014.

The Series D Bonds are in denominations of EUR 100,000 and are exclusively
offered to institutional investors outside the United States, Canada,
Australia, Italy, South Africa, Japan and any other countries in which the
offer and sale of securities is subject to special legal restrictions.
Application will be made to the Irish Stock Exchange for the Series D Bonds
to be admitted to trading on its regulated market.

Purchases of Series B Bonds under the Offer are conditional upon
satisfaction of the New Financing Condition, being the successful
completion (in the determination of the Issuer) of the issue of the Series
D Bonds, as further described in the Tender Offer Memorandum.

Morgan Stanley & Co. International plc is acting as the Sole Dealer Manager
and The Bank of New York Mellon is acting as the Tender Agent. In relation
to the new issue of Series D Bonds, the sole global co-ordinator is Morgan
Stanley & Co. International plc and the joint bookrunners are Morgan
Stanley & Co. International plc, J.P. Morgan Securities plc and Deutsche
Bank AG, London Branch.

SOLE DEALER MANAGER, SOLE GLOBAL COORDINATOR AND JOINT BOOKRUNNER
Morgan Stanley & Co. International plc
25 Cabot Square
Canary Wharf
London E14 4QA
United Kingdom
Telephone: +44 20 7425 5146
Attention: Liability Management
Email:
liabilitymanagementeurope@morganstanley.com

TENDER AGENT
The Bank of New York Mellon
One Canada Square
London E14 5AL
United Kingdom
Telephone: +44 1202 689644
Attention: Debt Restructuring Services
Email: debtrestructuring@bnymellon.com

JOINT BOOKRUNNER
J.P. Morgan Securities plc
25 Bank Street
Canary Wharf
London E14 5JP
United Kingdom

JOINT BOOKRUNNER
Deutsche Bank AG, London Branch
Winchester House
Winchester Street
London EC2N 2DB
United Kingdom

About the Company

Grand City Properties (ISIN: LU0775917882) is a public limited liability
company (société anonyme) incorporated under the laws of the Grand Duchy of
Luxembourg, having its registered office at 24, Avenue Victor Hugo , L 1750
Luxembourg and being registered with the Luxembourg trade and companies
register (Registre de Commerce et des Sociétés Luxembourg) under number B
165560.

The Company is a specialist real estate company focused on investing in and
managing turnaround opportunities in the real estate property market in
Germany, primarily in densely populated areas. The Company’s strategy is to
improve its properties through targeted modernisation and intensive tenant
management, and then create value by subsequently raising occupancy and
rental levels. For the six months ending 30 June 2014, the Company reported
an EBITDA of EUR 143.5 million (YOY increase of 107%), and a net profit of
EUR 122.1 million (YOY increase of 111%). EPRA NAV amounts to EUR 1,005
million and EUR 1,276 million assuming full conversion of the convertible
bond. Since May 2012, Grand City Properties is listed on the Frankfurt
Stock Exchange Entry Standard. The company is rated BB+ by Standard and
Poors (stable outlook). Further information: www.grandcityproperties.com.

Contact:
Grand City Properties S.A.
24, Avenue Victor Hugo
L 1750 Luxemburg
T: +352 28 77 87 86
www.grandcityproperties.com

Press Contact:
Katrin Petersen
Grand City Properties S.A.
T: +49 (30) 887088-1128
E: katrin.petersen@grandcity.lu
www.grandcityproperties.com

Disclaimer:

THIS ANNOUNCEMENT MUST BE READ IN CONJUNCTION WITH THE TENDER OFFER
MEMORANDUM. IT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF
AN OFFER TO BUY ANY SECURITIES.

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 THE
COMPANY. ACTUAL RESULTS COULD DIFFER MATERIALLY, DEPENDING ON A NUMBER OF
FACTORS.

The distribution of this announcement in certain jurisdictions may be
restricted by law. Persons into whose possession this announcement comes
are required by each of the Company, the Dealer Manager and the Tender
Agent to inform themselves about, and to observe, any such restrictions.

No action has been or will be taken in any jurisdiction in relation to the
Series D Bonds that would permit a public offering of securities and the
minimum denomination of the Series D Bonds will be EUR100,000.

This announcement is not an offer of securities for sale in the United
States or to U.S. Persons. Securities may not be offered or sold in the
United States absent registration under, or an exemption from the
registration requirements of, the Securities Act. The Series D Bonds have
not been, and will not be, registered under the Securities Act or the
securities laws of any state or other jurisdiction of the United States,
and may not be offered, sold or delivered, directly or indirectly, in the
United States or to, or for the account or benefit of, U.S. Persons (except
pursuant to an exemption from the registration requirements of the
Securities Act).

Nothing in this announcement or the electronic submission thereof
constitutes an offer to sell or the solicitation of an offer to buy the
Series D Bonds in any jurisdiction.

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