REG - Globalworth Real Est - Launch of Tender Offers for Bonds & Trading Updat

Globalworth Real Estate InvestmentsAnnouncement

11/07/2024 08:15

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RNS Number : 0311W  Globalworth Real Estate Inv Ltd  11 July 2024

FOR IMMEDIATE RELEASE

11 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")

Launch of Cash Tender Offers for Notes due 2029 and Notes due 2030 and Trading
Update

 

Highlights

Globalworth (AIM: GWI), a leading real estate investor in Central and Eastern
Europe, proposes to purchase an aggregate Maximum Acceptance Amount (as
defined in the tender offer memorandum dated 11 July 2024) of up
to €60,000,000 (or such greater or lesser amount as it may determine in
its sole and absolute discretion) of its €307,109,200 6.25% Notes due 2029
and €333,350,400 6.25% Notes due 2030 pursuant to an unmodified Dutch
auction procedure.  In addition, subject to outstanding conditions precedent,
Globalworth expects to dispose of its interest in logistics assets owned via
joint ventures for a consideration of €56.0 million.

Tender Offers for Notes

The Company announces a tender offer addressed to the holders of its
 €307,109,200 6.25% Notes due 2029 and €333,350,400 6.25% Notes due 2030
(the "Tender Offers").

Under the Tender Offers, the holders of the 6.25% notes due 31 March
2029 (ISIN: XS2809858561) (the "2029 Notes") and the holders of the 6.25%
notes due 31 March 2030 (ISIN: XS2809868446) (the "2030 Notes" and, together
with the 2029 Notes, the "Notes"; each of the 2029 Notes and the 2030 Notes a
"Series") are invited to tender their Notes for purchase by the Company for
cash. In respect of any Notes of a Series validly tendered by a holder and
which will be purchased by the Company pursuant to the relevant offer, the
Company will pay a cash purchase price equal to the particular purchase price
specified (or deemed to be specified) by the relevant holder in the relevant
tender instruction, subject to a minimum purchase price of 96.25% of the
principal amount for the 2029 Notes and 94.00% of the principal amount for the
2030 Notes. The Company proposes to accept up to €60,000,000 of Notes (the
"Maximum Acceptance Amount"). The Company reserves the right, in its sole and
absolute discretion, to (i) increase the Maximum Acceptance Amount or (ii)
purchase Notes in an aggregate amount which is less than the Maximum
Acceptance Amount.

The Tender Offers are being made on the terms, and subject to the conditions,
contained in the tender offer memorandum dated 11 July 2024 prepared by the
Company in connection with the Tender Offers, which will be made available to
holders of the Notes, subject to the offer and distribution restrictions. The
Tender Offers will expire at 5:00pm Central European Summer time on 17 July
2024. Holders of Notes should refer to the tender offer memorandum for full
details of the Tender Offers.

Rationale for the Tender Offers

The purpose of the Tender Offers is, amongst other things, to manage the
Company's leverage, aim to maintain an optimal capital structure, and to
reduce interest costs using available liquidity. Furthermore, the Tender
Offers will provide a degree of liquidity to those holders whose Notes are
accepted in the Tender Offers.

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.

Trading Update

In line with the Company's focus on deleveraging and enhancing liquidity,
Globalworth expects to dispose of its 50% interests in logistics assets in
Romania owned via a joint venture (the "JV Portfolio") for a total net
consideration to the Company of €56.0 million.  The JV Portfolio is not
consolidated in the Company's financial statements. The agreement related to
the disposal of the JV Portfolio is subject to customary conditions precedent
as well as the receipt of certain third party consents, which are outside of
the Company's control.  The disposal is expected to complete by no later than
18 July 2024, however there can be no assurances that the Company will be able
to obtain such consents and complete the disposal.

 

For further information visit www.globalworth.com
(file:///C:/Users/ianagnos/AppData/Local/Microsoft/Windows/INetCache/Content.Outlook/X0KQ2AEY/www.globalworth.com)
or contact:

 

 Enquiries

 Rashid Mukhtar                                          Tel: +40 732 800 000

 Group CFO

 Panmure Liberum Limited (Nominated Adviser and Broker)  Tel: +44 20 7886 2500

 Atholl Tweedie

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
(http://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.

 

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