FOR IMMEDIATE RELEASE
18 July 2024
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 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018. Upon the publication of this announcement, this information is considered to be in the public domain.
Manufacturer target market (MIFID II and UK MiFIR product governance) will be eligible counterparties and professional clients only (all distribution channels). No PRIIPs or UK PRIIPs key information document (KID) has been prepared as not available to retail in EEA or the United Kingdom.
Globalworth Real Estate Investments Limited
("Globalworth" or the "Company")
Results of Cash Tender Offers for Notes due 2029 and Notes due 2030
Globalworth (AIM: GWI) announces the results of its invitation announced on 11 July 2024 to holders of its €307,109,200 6.25 per cent. Notes due 31 March 2029 (ISIN: XS2809858561; Common Code: 280985856) (the "2029 Notes") and €333,350,400 6.25 per cent. Notes due 31 March 2030 (ISIN: XS2809868446; Common Code: 280986844) (the "2030 Notes" and, together with the 2029 Notes, the "Notes") to tender up to €60,000,000 in aggregate current principal amount of their Notes for purchase by the Company for cash through an unmodified Dutch auction procedure (collectively, the "Tender Offers" and each of them a "Tender Offer").
The Company announces today an increase of the Maximum Acceptance Amount in respect of the Tender Offers from €60,000,000 to €83,184,863.49 in aggregate Current Principal Amount of the Notes.
The Company announces today that it will accept for purchase €38,184,863.47 in aggregate current principal amount of the 2029 Notes validly tendered pursuant to the Tender Offers, including all Notes validly tendered by way of Non-Competitive Tender Instructions. The aggregate Purchase Consideration (excluding Accrued Interest Payments) for the 2029 Notes validly tendered and accepted for purchase pursuant to the Tender Offers will be €37,275,767.38, which will be funded by cash on the Company's balance sheet. The Company will also pay Accrued Interest in respect of the 2029 Notes validly tendered, delivered and accepted for purchase by the Company pursuant to the Tender Offers.
The Company will accept for purchase €45,000,000.02 in aggregate current principal amount of the 2030 Notes validly tendered pursuant to the Tender Offers, including all Notes validly tendered by way of Non-Competitive Tender Instructions. The aggregate Purchase Consideration (excluding Accrued Interest Payments) for the 2030 Notes validly tendered and accepted for purchase pursuant to the Tender Offers will be €43,005,002.02, which will be funded by cash on the Company's balance sheet. The Company will also pay Accrued Interest in respect of the 2030 Notes validly tendered, delivered and accepted for purchase by the Company pursuant to the Tender Offers.
The final results of the Tender Offers for the Notes are as follows:
Description of the Notes |
Maturity Date |
ISIN / Common Code |
Scaling Factor at the Maximum Purchase Price |
Original Nominal Amount of the Notes Accepted |
Current Principal Amount of the Notes Accepted |
Purchase Consideration (excluding Accrued Interest Payments) |
€307,109,200 6.25 per |
31 March 2029 |
XS2809858561/ 280985856 |
N/A |
€44,740,600.00 |
€38,184,863.47 |
€37,275,767.38 |
€333,350,400 6.25 per |
31 March 2030 |
XS2809868446/ 280986844 |
40.36673077% |
€47,872,184.00 |
€45,000,000.02 |
€43,005,002.02 |
The expected settlement date in respect of the accepted Tender Offers is 22 July 2024.
Further to our announcement dated 11 July 2024 which included a trading update, the Company expects the disposal of Globalworth's 50% interests in logistics assets in Romania owned via a joint venture to complete by the end of this week. The buyer is WDP, a developer and investor in logistics real estate across six European countries including Romania.
Merrill Lynch International and Raiffeisen Bank International AG have been appointed by the Company 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
|
|
Rashid Mukhtar Group CFO
|
Tel: +40 732 800 000 |
Panmure Liberum Limited (Nominated Adviser and Broker) Atholl Tweedie
|
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 industrial real estate assets in prime locations, generating rental income from high quality tenants from around the globe. Managed by over 269 professionals across Cyprus, Guernsey, Poland and Romania the combined value of its portfolio is €3.0 billion, as at 31 December 2023. Approximately 96.8% of the portfolio is in income-producing assets, predominately in the office sector, and leased to a diversified array of over 715 national and multinational corporates. In Poland Globalworth is present in Warsaw, Wroclaw, Lodz, Krakow, Gdansk and Katowice, while in Romania it has assets in Bucharest and seven other cities.
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 11 July 2024 prepared by the Company 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.