Last checked at 27 Jun 2023 14:25
27 June 2023
NOT FOR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL. IN PARTICULAR, THIS ANNOUNCEMENT AND THE TENDER OFFER MEMORANDUM MENTIONED BELOW SHALL NOT BE DISTRIBUTED, TRANSMITTED OR FORWARDED, DIRECTLY OR INDIRECTLY, IN, INTO, OR FROM, OR BY USE OF THE MAILS OF, OR BY ANY MEANS OR INSTRUMENTALITY (INCLUDING, WITHOUT LIMITATION, FACSIMILE TRANSMISSION, TELEPHONE, EMAIL AND OTHER FORMS OF ELECTRONIC COMMUNICATION) OF INTERSTATE OR FOREIGN COMMERCE OF, OR ANY FACILITY OF A NATIONAL SECURITIES EXCHANGE OF, THE UNITED STATES.
This announcement shall not constitute, or be deemed to form part of, any invitation to sell, or any solicitation of an offer to buy, the securities referred to herein in the United States or any other jurisdiction, nor shall it (or any part of this announcement) or the fact of its distribution form the basis of, or be relied upon in connection with, or act as any inducement to enter into, any contract or commitment.
The information communicated within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014. Upon the publication of this announcement, this information is considered to be in the public domain.
Manufacturer target market (MIFID II product governance) will be eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) has been prepared as not available to retail in the EEA or the United Kingdom.
Globalworth Real Estate Investments Limited
("Globalworth" or the "Offeror")
Results of cash Tender Offers for Outstanding Notes due 2025 and Outstanding Notes due 2026
Globalworth (AIM: GWI) announces the results of its invitation announced on 20 June 2023 to holders of its outstanding €550,000,000 3.000 per cent notes due 2025 (ISIN: XS1799975922) (the "2025 Notes") and €400,000,000 2.950 per cent notes due 2026 (ISIN: XS2208868914) (the "2026 Notes" and, together with the 2025 Notes, the "Notes") to tender up to €100,000,000 principal aggregate amount of their Notes for purchase by the Offeror for cash through an unmodified Dutch auction procedure (collectively, the "Tender Offers" and each of them a "Tender Offer").
The Offeror has determined to accept for purchase €100,000,000 in aggregate principal amount of the 2025 Notes validly tendered pursuant to the Tender Offers. The aggregate purchase consideration (excluding accrued interest payments) for the 2025 Notes validly tendered and accepted for purchase pursuant to the Tender Offers will be €83,171,310, which will be funded by cash on the Offeror's balance sheet. The Offeror will also pay accrued interest in respect of the 2025 Notes validly tendered, delivered and accepted for purchase by the Offeror pursuant to the Tender Offers. In accordance with the terms set out in the tender offer memorandum dated 20 June 2023 prepared by the Offeror in connection with the Tender Offers, the Offeror determined not to accept any of the 2026 Notes tendered pursuant to the Tender Offers. The final results of the Tender Offer for the 2025 Notes are as follows:
Description of the Notes | Maturity Date | ISIN / Common Code | Scaling Factor at the Maximum Purchase Price | Series Acceptance Amount | Purchase Consideration (excluding Accrued Interest Payments) | Aggregate nominal amount of Notes expected to be outstanding following settlement of the Tender Offer |
€550,000,000 3.000 per cent. Notes due 2025 | 29 March 2025 | XS1799975922 / 179997592 | 61.7736 per cent. | €100,000,000 | €83,171,310 | €450,000,000 |
The expected settlement date in respect of the accepted Tender Offer is 29 June 2023.
Citigroup Global Markets Limited and HSBC Continental Europe have been appointed by the Offeror to act as Dealer Managers and Kroll Issuer Services Limited as the Tender Agent in connection with the Tender Offers.
For further information, visit www.globalworth.com or contact:
Enquiries
Stamatis Sapkas Group Chief Financial Officer
| Tel: +40 732 800 000 |
Panmure Gordon (Nominated Adviser and Joint Broker) Dominic Morley
| Tel: +44 20 7886 2500 |
About Globalworth / Note to Editors:
Globalworth is a listed real estate company active in Central and Eastern Europe, quoted on the AIM-segment of the London Stock Exchange. It has become the pre-eminent office investor in the CEE real estate market through its market-leading positions both in Poland and Romania. Globalworth acquires, develops and directly manages high-quality office and logistics/light-industrial real estate assets in prime locations, generating rental income from high quality tenants from around the globe. Managed by over 260 professionals across Cyprus, Guernsey, Poland and Romania, a combined value of its portfolio is €3.2 billion, as at 31 December 2022. Approximately 96.4% of the portfolio is in income-producing assets, predominately in the office sector, and leased to a diversified array of more than 690 national and multinational corporates. In Poland Globalworth is present in Warsaw, Wroclaw, Lodz, Krakow, Gdansk and Katowice, while in Romania its assets span in Bucharest, Timisoara, Constanta, Pitesti, Arad, Oradea and Targu Mures.
For more information, please visit www.globalworth.com and follow us on Facebook, Instagram and LinkedIn.
IMPORTANT NOTICE:
This announcement does not constitute, or form part of, any invitation to sell, or any solicitation of an offer to buy, any securities in the United States or any other jurisdiction, nor shall it (or any part of this announcement) or the fact of its distribution form the basis of, or be relied upon in connection with, or act as any inducement to enter into, any contract or commitment. Recipients of this announcement who intend to sell any securities are reminded that any such sale must be made solely on the basis of the tender offer memorandum dated 20 June 2023 prepared by the Offeror in connection with the Tender Offers, subject to the relevant offer and distribution restrictions. In certain jurisdictions, the transactions described above and the distribution of this announcement and other information in connection with the transactions described above may be restricted by law and persons into whose possession any document or other information referred to herein comes 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.