12.07.2016
TAG Immobilien AG DE0008303504
TAG Immobilien AG successfully concludes the offer for early conversion of its convertible bond 2012/2019 with an acceptance quota of 94%
DGAP-Media / 12.07.2016 / 18:11
NOT FOR DISTRIBUTION IN OR INTO, OR TO ANY PERSON LOCATED OR RESIDENT IN,
THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF
THE UNITED STATES OF AMERICA OR THE DISTRICT OF COLUMBIA (THE "UNITED
STATES").
PRESS RELEASE
Hamburg (12 July 2016) - TAG Immobilien AG successfully concludes the offer
for early conversion of its convertible bond 2012/2019 with an acceptance
quota of 94% / Announcement of clean-up call for remaining outstanding
convertible bonds / Further strengthening of capital and financing
structure of TAG by means of early conversion offer, which has been
successfully conducted in Germany for the first time
Today, TAG Immobilien AG ("TAG" or the "Company") successfully concluded
the early conversion offer (the "Transaction") for all 5.50% outstanding
convertible bonds maturing in June 2019 with a total nominal value of EUR
74.5 million (ISIN DE000A1PGZM3, the "Convertible Bond"). Until the end of
the offer period on 12 July 2016 16:00 CEST, bond holders accepted the
early conversion offer for bonds with a nominal value of EUR 70.1 million.
This corresponds to an acceptance quota of 94%.
Bond holders who accepted the offer will receive the underlying number of
shares from the conditional capital according to the terms and conditions
of the Convertible Bond plus a cash payment to compensate for any remaining
interest payments or the difference of the value of the underlying shares
compared to the market value of the Convertible Bond at the time of the
announcement of the offer on 30 June 2016 (plus an incentive premium) at an
amount of 12.75% of the nominal value of the Convertible Bond. Based on the
acceptance quota of 94% the total cash payment amounts to EUR 8.9 million.
The Transaction will be settled on 18 July 2016.
With the conclusion of the Transaction, less than 20% of the original
nominal value of the Convertible Bond of EUR 85.3 million will remain
outstanding. The Company plans to call these remaining bonds according to
the terms and condition of the Convertible Bond ("Clean-up Call"). The
Company will issue a separate announcement with respect to the Clean-up
Call.
The Transaction allows for a strengthening of the TAG capital structure
even before the regular maturity date in June 2019 and thus fits into the
management's long-term initiative to continuously optimize the capital
structure of the Company. The Convertible Bond has traded in the money and
hence the Transaction will not lead to an additional dilution for the
shareholders of TAG. The Transaction will reduce the Company's loan-to-
value (LTV) from 61.0% to approx. 59.3%, based on the financials in the
IFRS interim consolidated financial statements as of 31 March 2016 and
early conversion including Clean-up Call. At the same, the conversions will
reduce interest costs by EUR 4.1 million per year.
This early conversion offer of the Convertible Bond is the first
transaction of its type successfully concluded in the German capital
market. This proves TAG's ability to successfully execute innovative
capital market transactions in the interest of its shareholders.
Credit Suisse Securities (Europe) Limited acted as Sole Dealer Manager in
the Transaction, VICTORIAPARTNERS served as Financial Advisor to TAG.
Presseanfragen:
TAG Immobilien AG
Head of Investor & Public Relations
Dominique Mann
Tel. +49 (0) 40 380 32 0
Fax +49 (0) 40 380 32 390
[email protected]
This notice, the Offer Memorandum and the Incentive Offer are not for
distribution, directly or indirectly, in or into or to any person located
or resident in the United States.
The Incentive Offer referenced herein is not being made, directly or
indirectly, in or into the United States by use of the mails or by any
means or instrumentality (including, without limitation, e-mail, facsimile
transmission, telephone and the internet) of interstate or foreign
commerce, or of any facility of a national securities exchange of the
United States and the Incentive Offer cannot be accepted by any such use,
means, instrumentality or facility or from within the United States.
This notice, the Offer Memorandum and the Incentive Offer do not constitute
or form a part of any offer or solicitation to purchase or subscribe for
securities in the United States.
Nothing in this notice constitutes an offer to buy or the invitation to
offer to sell securities in Italy (except as set out in the Offer
Memorandum), Belgium (except as set out in the Offer Memorandum), the
Republic of France (except as set out in the Offer Memorandum) or any other
jurisdiction in which such offer or solicitation would be unlawful.
The Offer Memorandum and the Incentive Offer may only be communicated to
persons in the United Kingdom in circumstances where section 21 (1) of the
Financial Services and Markets Act 2000 does not apply.
The distribution of the Offer Memorandum in certain jurisdictions may be
restricted by law. Persons into whose possession the Offer Memorandum comes
are required by the Company and the Dealer Manager to inform themselves
about, and to observe, any such restrictions. See restrictions set out in
the Offer Memorandum.
End of Media Release
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Issuer: TAG Immobilien AG
Key word(s): Real estate
12.07.2016 Dissemination of a Press Release, transmitted by DGAP - a service
of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Archive at www.dgap.de
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Language: English
Company: TAG Immobilien AG
Steckelhörn 5
20457 Hamburg
Germany
Phone: 040 380 32 0
Fax: 040 380 32 388
E-mail: [email protected]
Internet: http://www.tag-ag.com
ISIN: DE0008303504, XS0954227210, DE000A12T101
WKN: 830350, A1TNFU, A12T10
Indices: MDAX
Listed: Regulated Market in Frankfurt (Prime Standard), Munich;
Regulated Unofficial Market in Berlin, Dusseldorf,
Hamburg, Hanover, Stuttgart; Terminbörse EUREX
End of News DGAP Media
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