Grand City Properties S.A. successful placement of convertible bonds
24.02.2016
Grand City Properties S.A. / Key word(s): Bond/Real Estate
24.02.2016 15:02
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GRAND CITY PROPERTIES S.A. SUCCESSFUL PLACEMENT OF CONVERTIBLE BONDS
Luxembourg, February 24, 2016 - Grand City Properties S.A. (the "Company")
announces the successful placement of EUR 450 million unsubordinated,
unsecured bonds convertible into new ordinary shares (the "Shares") of the
Company (the "Bonds").
The Bonds were placed by the Company with institutional investors with a
coupon of 0.25% p.a., payable semi-annually in arrear, a maturity of 6
years, at an issue price of 100% of their principal amount and the Bonds
will be redeemed on the maturity date at par value. The initial conversion
price was set at EUR 26.9713 based on a conversion premium of 45% above the
volume-weighted average price of the Company's shares on XETRA ("VWAP")
between launch and pricing. Settlement is expected to take place on or
around 2 March 2016.
The Company intends to apply for the inclusion of the Bonds to trading on
the Open Market (Freiverkehr) of the Frankfurt Stock Exchange.
The Company intends to use the net proceeds from the Offering to fund the
Company's growth strategy and/or repayment of loans.
Berenberg, J.P. Morgan Securities Plc and UBS Limited acted as
Joint bookrunners in relation to the Offering (the "Managers").
About the Company
Grand City Properties 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
modernization and intensive tenant management, and then create value by
subsequently raising occupancy and rental levels. For the 9 months ending
30 September 2015, the Company reported an Adjusted EBITDA of EUR 121.6
million (YOY increase of 54%) and a net profit of EUR 286.1 million (YOY
increase of 65%). Total equity as of 30 September 2015 amounts to EUR 2,051
million. As of January 2016 the Company holds 76 thousand units.
Further information: www.grandcityproperties.com
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
165 560. Since May 2012, Grand City Properties is listed on the Frankfurt
Stock Exchange.
Contact:
Grand City Properties S.A.
24, Avenue Victor Hugo
L-1750 Luxemburg
T: +352 28 77 87 86
E: [email protected]
www.grandcityproperties.com
Press Contact:
Katrin Petersen
Grand City Properties S.A.
T: +49 (30) 374 381 5218
E: [email protected]
DISCLAIMER:
THIS ANNOUNCEMENT DOES NOT CONTAIN OR CONSTITUTE AN OFFER OF, OR THE
SOLICITATION OF AN OFFER TO BUY OR SUBSCRIBE FOR, SECURITIES TO ANY PERSON
IN THE UNITED STATES OR ANY OTHER JURISDICTION.
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"), OR THE SECURITIES LAWS OF ANY STATE OR OTHER
JURISDICTION OF THE UNITED STATES, AND SUCH SECURITIES MAY NOT BE OFFERED,
SOLD OR DELIVERED DIRECTLY OR INDIRECTLY WITHIN THE UNITED STATES ABSENT
REGISTRATION UNDER 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.
THIS ANNOUNCEMENT MAY ONLY BE DISTRIBUTED TO PERSONS TO WHOM IT IS LAWFUL
TO SEND THIS ANNOUNCEMENT AND, IN PARTICULAR, SHOULD NOT BE FORWARDED TO
ANY U.S. PERSON OR TO ANY U.S. ADDRESS. ANY FORWARDING, DISTRIBUTION OR
REPRODUCTION OF THIS ANNOUNCEMENT IN WHOLE OR IN PART IS UNAUTHORISED.
FAILURE TO COMPLY WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF
APPLICABLE LAWS.
IN MEMBER STATES OF THE EUROPEAN ECONOMIC AREA ("EEA"), THIS ANNOUNCEMENT
AND ANY OFFER IF MADE SUBSEQUENTLY IS DIRECTED ONLY AT PERSONS WHO ARE
"QUALIFIED INVESTORS" WITHIN THE MEANING OF ARTICLE 2(1)(E) OF DIRECTIVE
2003/71/EC, AS AMENDED (THE "PROSPECTUS DIRECTIVE") ("QUALIFIED INVESTOR").
ANY PERSON IN THE EEA 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 OTHER THAN QUALIFIED INVESTORS, NOR HAVE THE SECURITIES
BEEN ACQUIRED WITH A VIEW TO THEIR OFFER OR RESALE IN THE EEA TO PERSONS
WHERE THIS WOULD RESULT IN A REQUIREMENT FOR PUBLICATION BY THE COMPANY OR
ANY OF THE MANAGERS OF A PROSPECTUS PURSUANT TO ARTICLE 3 OF THE PROSPECTUS
DIRECTIVE.
THIS ANNOUNCEMENT MAY CONTAIN PROJECTIONS OR ESTIMATES RELATING TO PLANS
AND OBJECTIVES RELATING TO GRAND CITY PROPERTIES S.A'S 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 GRAND CITY PROPERTIES S.A. ACTUAL RESULTS COULD
DIFFER MATERIALLY, DEPENDING ON A NUMBER OF FACTORS.
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