Atrium European Real Estate Limited
EANS-Adhoc: ATRIUM EUROPEAN REAL ESTATE LIMITED ANNOUNCES FINAL RESULTS OF ITS TENDER OFFERS
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Disclosed inside information pursuant to article 17 Market Abuse Regulation
(MAR) transmitted by euro adhoc with the aim of a Europe-wide distribution.
The issuer is responsible for the content of this announcement.
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Company Information
10.09.2018
St Helier Jersey / Channel Islands - NOT FOR DISTRIBUTION IN OR INTO OR TO ANY
PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND
POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA (THE
"UNITED STATES") OR TO ANY U.S. PERSON OR IN OR INTO ANY OTHER JURISDICTION
WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.
ATRIUM EUROPEAN REAL ESTATE LIMITED
ANNOUNCES FINAL RESULTS OF ITS TENDER OFFERS
Ad hoc announcement - Jersey, 10 September 2018. Atrium European Real Estate
Limited (the "Offeror") hereby announces the final results and pricing of its
invitation to holders of its EUR350,000,000 4.000 per cent. Notes due April 2020
(the "2020 Notes"), and its EUR500,000,000 3.625 per cent. Notes due October
2022 (the "2022 Notes", and together with the 2020 Notes, the "Notes" and each a
"Series") to tender such Notes for purchase by the Offeror for cash (each such
invitation, an "Offer" and together, the "Offers").
The Offers were announced on 31 August 2018 and were made subject to
satisfaction or waiver of the New Financing Condition and subject to the other
terms and conditions contained in the tender offer memorandum dated 31 August
2018 (the "Tender Offer Memorandum") prepared by the Offeror. Capitalised terms
used in this announcement but not defined have the meanings given to them in the
Tender Offer Memorandum.
The Expiration Deadline for the Offers was 5.00 p.m. (CET) on 7 September 2018.
As at the Expiration Deadline, EUR201,883,000 in aggregate principal amount of
the 2020 Notes and EUR240,240,000 in aggregate principal amount of the 2022
Notes had been validly tendered pursuant to the Offers.
The Offeror confirms that the New Financing Condition has been satisfied.
Following the Expiration Deadline, the Offeror hereby announces that it has
decided to (i) set the Final Acceptance Amount (being the aggregate principal
amount of Notes to be accepted in the Offers across both Series combined) at
EUR241,883,000, and (ii) accept for purchase EUR201,883,000 of the 2020 Notes
EUR40,000,000 of the 2022 Notes validly tendered pursuant to the Offers, subject
to the applicable Pro-ration factors, as set out below.
The Purchase Price in respect of the 2022 Notes accepted for purchase was
determined at or around 12.00 p.m. (CET) today. The Purchase Price in respect of
the 2020 Notes was determined on the basis of a fixed yield as described in the
Tender Offer Memorandum, all as set out below.
____________________________________________________________________________________________________________
| | | | | | | | | |Outstanding |
| | ISIN / | Outstanding | |Purchase|Purchase|Purchase| Series | Pro- |Principal |
|Notes|Common Code | Principal |Benchmark| Spread | Yield | Price | Acceptance |ration |Amount after |
| | | Amount | | | | | Amount |factor |Settlement |
|_____|____________|______________|_________|________|________|________|______________|_______|Date__________|
|2020 |XS0918754895| | | | 0 per |106.422 | | | |
|Notes|/ 091875489 |EUR335,050,000| N/A | N/A | cent. | per |EUR201,883,000| N/A |EUR133,167,000|
|_____|____________|______________|_________|________|________|_cent.__|______________|_______|______________|
|2022 |XS1118586244| |0.135 per| | 1.485 |107.946 | | | |
|Notes|/ 111858624 |EUR498,588,000| cent. |+135 bps| per | per |EUR40,000,000 |0.18371|EUR458,588,000|
|_____|____________|______________|_________|________|_cent.__|_cent.__|______________|_______|______________|
The applicable Purchase Price together with Accrued Interest will be paid to
Noteholders whose Notes have been accepted for purchase by the Offeror.
Settlement is expected to occur on 11 September 2018.
THE DEALER MANAGERS
Deutsche Bank AG, London Branch HSBC Bank plc
Winchester House 8 Canada Square
1 Great Winchester Street London E14 5HQ
London EC2N 2DB United Kingdom
United Kingdom Telephone: +44 20 7992 6237
Telephone: +44 20 7545 8011 Attention: Liability Management Group
Attention: Liability Management Group Email: LM_EMEA@hsbc.com
THE TENDER AGENT
Deutsche Bank AG, London Branch
Winchester House
1 Great Winchester Street
London EC2N 2DB
United Kingdom
Telephone: 020 7547 5000
Attention: Trust and Agency Services
Email: xchange.offer@db.com
For further information:
FTI Consulting Inc.: +44 (0)20 3727 1000
Richard Sunderland
atrium@fticonsulting.com
DISCLAIMER
The offer period for the Offers has now expired. No further tenders of any Notes
may be made pursuant to the Offers. This announcement must be read in
conjunction with the Tender Offer Memorandum. This announcement and the Tender
Offer Memorandum contain important information which should be read carefully.
If any Noteholder is in any doubt as to the contents of this announcement and/or
the Tender Offer Memorandum or the action it should take, it is recommended to
seek its own financial advice, including in respect of any tax consequences,
from its broker, bank manager, solicitor, accountant or other independent
financial, tax or legal adviser. The Dealer Managers and the Tender Agent do not
accept any responsibility for the accuracy or completeness of the information
contained in this announcement or the Tender Offer Memorandum including (without
limitation) information concerning the Offeror or its subsidiaries and
affiliates or for any failure by the Offeror to disclose events that may have
occurred and may affect the significance or accuracy of such information.
Further inquiry note:
For further information:
FTI Consulting Inc.:
+44 (0)20 3727 1000
Richard Sunderland
Claire Turvey
Richard.sunderland@fticonsulting.com
end of announcement euro adhoc
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issuer: Atrium European Real Estate Limited
Seaton Place 11-15
UK-JE4 0QH St Helier Jersey / Channel Islands
phone: +44 (0)20 7831 3113
FAX:
mail: richard.sunderland@fticonsulting.com
WWW: http://www.aere.com
ISIN: JE00B3DCF752
indexes:
stockmarkets: Luxembourg Stock Exchange, Wien
language: English