Information of the effectiveness of the amendments to the notes “€400,000,000 2.125 per cent. Fixed Rate Notes due 28 Nov 2024” ISIN: XS2084425466
IGD – Immobiliare Grande Distribuzione SIIQ S.p.A., one of the main player owner and manager of retail shopping centers in Italy and listed on the Euronext STAR segment of the Italian Stock Exchange, hereby announces the following with reference to the transaction announced on 5 October 2023, including: (i) the issuance of a non-subordinated and non-convertible senior bond, up to a maximum amount of Euro 400,000.000, addressed to institutional investors in Italy and abroad (excluding the United States of America, pursuant to Regulation S of the United States Securities Act of 1933, as amended) (the “New Notes”); (ii) an offer to exchange the New Notes with the bond “€400,000,000 2.125 per cent. Fixed Rate Notes due 28 November 2024” (ISIN: XS2084425466) due on November 28, 2024 (the “Existing Notes”); (iii) an offer to repurchase the Existing Notes for a cash amount provided that a specified amount resulting from such repurchase is reinvested in the purchase of New Notes; and (iv) a consent solicitation process addressed to the holders of the Existing Notes, concerning the proposal to amend certain terms and conditions of the Existing Notes, relating, in particular, to maturity, coupon and redemption options, in order to align such provisions with the relevant terms and conditions of the New Notes, submitted to the Meeting of the noteholders of the Existing Notes held on 14 October 2023 in extraordinary session (the “Extraordinary Resolution”).
As announced in the press release of 17 November 2023, the Extraordinary Resolution, adopted by the Extraordinary Noteholders’ Meeting of the Existing Notes, was registered with the Companies’ Register of Bologna on 17 November 2023.
In addition to the above, the amendments to the terms and conditions of the Existing Notes, as set forth in the Extraordinary Resolution, shall be effective as of 28 November 2023.
For the sake of completeness, please note that as of 28 November 2023, the New Notes will have a maturity date of 17 May 2027 and a fixed interest rate, equal to:
- 500% p.a. in respect of the first interest period commencing on 28 November 2023 and ending on 17 May 2024;
- 250% p.a. in respect of the interest period commencing on 17 May 2024 and ending on 17 May 2025;
- 250% per annum in respect of the interest period commencing on 17 May 2025 and ending on 17 May 2026;
- 500% p.a. in respect of the interest period commencing on 17 May 2026 and ending on 17 May 2027,
to be paid in each case annually in arrears.
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