Aroundtown SA - Tender Offer (Unmodified Dutch Auction) - Results

Aroundtown Real Estate Limited, a subsidiary of Aroundtown SA, announces results of cash tender offers to the holders of several series of outstanding Aroundtown SA senior notes due 2025, 2026 and 2027

08 JUNE 2023

Full announcement available via EURONEXT

...

"Announcement of Results The Company hereby announces that it will increase the Maximum Acceptance Amount from EUR 350,000,000 and accept for purchase EUR 362,800,000 in aggregate principal amount of Notes validly tendered pursuant to the Offers. The total purchase consideration for Notes validly tendered and accepted for purchase (excluding Accrued Interest in respect of such Notes) is EUR 272,397,850.00.

The final results of the Offers are as follows:

Series K Offer The Company has decided to accept EUR 28,200,000 in aggregate principal amount of the Series K Notes validly tendered. The final results of the Series K Offer are as follows:

Series Acceptance Amount: EUR 28,200,000

Total Purchase Consideration (excluding AccruedInterest): EUR 25,117,300.00

Series 32 Offer The Company has decided to accept EUR 27,200,000 in aggregate principal amount of the Series 32 Notes validly tendered. The final results of the Series 32 Offer are as follows:

Series Acceptance Amount: EUR 27,200,000

Total Purchase Consideration (excluding AccruedInterest): EUR 23,241,800.00

Series I Offer The Company has decided to accept EUR 10,100,000 in aggregate principal amount of the Series I Notes validly tendered. The final results of the Series I Offer are as follows:

Series Acceptance Amount: EUR 10,100,000

Total Purchase Consideration (excluding AccruedInterest): EUR 8,655,250.00

Series 36 Offer The Company has decided to accept EUR 30,200,000 in aggregate principal amount of the Series 36 Notes validly tendered. The final results of the Series 36 Offer are as follows:

Series Acceptance Amount: EUR 30,200,000

Total Purchase Consideration (excluding AccruedInterest): EUR 24,236,700.00

Series 38 Offer The Company has decided to accept EUR 58,300,000 in aggregate principal amount of the Series 38 Notes validly tendered. The final results of the Series 38 Offer are as follows:

Series Acceptance Amount: EUR 58,300,000

Total PurchaseConsideration: EUR 43,639,900.00

Series O Offer The Company has decided to accept EUR 500,000 in aggregate principal amount of the Series O Notes validly tendered. The final results of the Series O Offer are as follows: SeriesAcceptance Amount: EUR 500,000

Total Purchase Consideration

(excluding Accrued Interest): EUR 407,500.00

Series 39 Offer

The Company has decided to accept EUR 208,300,000 in aggregate principal amount of the Series 39 Notes validly tendered. The final results of the Series 39 Offer are as follows:

Series Acceptance Amount: EUR 208,300,000

Total Purchase Consideration

(excluding AccruedInterest): EUR 147,099,400.00"

...

---

Aroundtown Real Estate Limited, a subsidiary of Aroundtown SA, announces cash tender offers to the holders of several series of outstanding Aroundtown SA senior notes due 2025, 2026 and 2027

01 JUNE 2023

Full announcement available via EURONEXT

"The Board of Directors of Aroundtown Real Estate Limited (the "Company"), a subsidiary of Aroundtown SA, has decided to offer to the holders of the

(i) EUR 700,000,000 1.000 per cent. Notes due 2025 (ISIN: XS1715306012), issued by Aroundtown SA (the "Series K Notes");

(ii) EUR 800,000,000 0.625 per cent. Notes due 2025 (ISIN: XS2023872174), issued by Aroundtown SA (the "Series 32 Notes");

(iii) EUR 500,000,000 1.875 per cent. Notes due 2026 (ISIN: XS1649193403), issued by Aroundtown SA (the "Series I Notes");

(iv) EUR 600,000,000 1.500 per cent. Notes due 2026 (ISIN: XS1843435501) of Aroundtown SA, originally issued by TLG Immobilien AG (the "Series 36 Notes");

(v) EUR 1,000,000,000 0.000 per cent. Notes due 2026 (ISIN: XS2273810510), issued by Aroundtown SA (the "Series 38 Notes");

(vi) EUR 500,000,000 2.00 per cent. Notes due 2026 (ISIN: XS1815135352), issued by Aroundtown SA (the "Series O Notes"); and

(vii) EUR 1,250,000,000 0.375 per cent. Notes due 2027 (ISIN: XS2421195848), issued by Aroundtown SA (the "Series 39 Notes", and together with the Series K Notes, the Series 32 Notes, the Series I Notes, the Series 36 Notes, the Series 38 Notes and the Series O Notes, the "Notes"and each a "Series")

to tender the Notes for purchase by the Company for cash (the "Offers" and each such invitation, an "Offer").

The Offers shall be subject to the terms and conditions set out in the tender offer memorandum dated 1 June 2023 (the "Tender Offer Memorandum") prepared by the Company.

Capitalized terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.

Rationale for the Offers

The rationale of the Offers is, amongst other things, to proactively manage the debt maturity profile of Aroundtown SA.

...

---

****PREVIOUS OFFERS BELOW****

---

Aroundtown SA announces the result of the cash tender offers to the holders of several series of its outstanding senior notes due 2025 and 2026.

05 APRIL 2023

Full announcement available via EURONEXT.

"Announcement of Results

The Company hereby announces that it will increase the Maximum Acceptance Amount from EUR 400,000,000 and accept for purchase EUR 438,300,000 in aggregate principal amount of Notes validly tendered pursuant to the Offers.

The total purchase consideration for Notes validly tendered and accepted for purchase (excluding Accrued Interest in respect of such Notes) is EUR 347,842,400.00.

The final results of the Offers are as follows:

Series K Offer

The Company has decided to accept EUR 66,500,000 in aggregate principal amount of the Series K Notes validly tendered. The final results of the Series K Offer are as follows:

Series Acceptance Amount: EUR 66,500,000

Total Purchase Consideration (excluding Accrued Interest): EUR 57,821,000.00

Following the settlement of the Series K Offer, Series K Notes in a principal amount of EUR 538,900,000 will remain outstanding.

Series 32 Offer

The Company has decided to accept EUR 115,800,000 in aggregate principal amount of the Series 32 Notes validly tendered. The final results of the Series 32 Offer are as follows:

Series Acceptance Amount: EUR 115,800,000

Total Purchase Consideration (excluding Accrued Interest): EUR 96,209,000.00

Following the settlement of the Series 32 Offer, Series 32 Notes in a principal amount of EUR 638,400,000 will remain outstanding.

Series I Offer

The Company has decided to accept EUR 19,200,000 in aggregate principal amount of the Series I Notes validly tendered. The final results of the Series I Offer are as follows:

Series Acceptance Amount: EUR 19,200,000

Total Purchase Consideration (excluding Accrued Interest): EUR 15,794,000.00

Following the settlement of the Series I Offer, Series I Notes in a principal amount of EUR 231,800,000 will remain outstanding.

Series 36 Offer

The Company has decided to accept EUR 37,700,000 in aggregate principal amount of the Series 36 Notes validly tendered. The final results of the Series 36 Offer are as follows:

Series Acceptance Amount: EUR 37,700,000

Total Purchase Consideration (excluding Accrued Interest): EUR 29,458,200.00

Following the settlement of the Series 36 Offer, Series 36 Notes in a principal amount of EUR 562,300,000 will remain outstanding.

Series 38 Offer

The Company has decided to accept EUR 192,200,000 in aggregate principal amount of the Series 38 Notes validly tendered. The final results of the Series 38 Offer are as follows:

Series Acceptance Amount: EUR 192,200,000

Total Purchase Consideration: EUR 143,247,200.00

Following the settlement of the Series 38 Offer, Series 38 Notes in a principal amount of EUR 807,800,000 will remain outstanding.

Series O Offer

The Company has decided to accept EUR 6,900,000 in aggregate principal amount of the Series O Notes validly tendered. The final results of the Series O Offer are as follows:

Series Acceptance Amount: EUR 6,900,000

Total Purchase Consideration (excluding Accrued Interest): EUR 5,313,000.00

Following the settlement of the Series O Offer, Series O Notes in a principal amount of EUR 298,300,000 will remain outstanding.

Settlement and Payment

The Settlement Date for the Offers is expected to be 6 April 2023"

---

Aroundtown SA announces cash tender offers to the holders of several series of its outstanding senior notes due 2025 and 2026.

29 MARCH 2023

Full announcement available via EURONEXT.

"The Board of Directors of Aroundtown SA (the "Company") has decided to offer to the holders of its:

(i) EUR 700,000,000 1.000 per cent. Notes due 2025 (ISIN: XS1715306012), issued by the Company (the "Series K Notes");

(ii) EUR 800,000,000 0.625 per cent. Notes due 2025 (ISIN: XS2023872174), issued by the Company (the "Series 32 Notes");

(iii) EUR 500,000,000 1.875 per cent. Notes due 2026 (ISIN: XS1649193403), issued by the Company (the "Series I Notes");

(iv) EUR 600,000,000 1.500 per cent. Notes due 2026 (ISIN: XS1843435501) of the Company, originally issued by TLG Immobilien AG (the "Series 36 Notes");

(v) EUR 1,000,000,000 0.000 per cent. Notes due 2026 (ISIN: XS2273810510), issued by the Company (the "Series 38 Notes");

(vi) EUR 500,000,000 2.00 per cent. Notes due 2026 (ISIN: XS1815135352), issued by the Company (the "Series O Notes" and together with the Series K Notes, the Series 32 Notes, the Series I Notes, the Series 36 Notes and the Series 38 Notes, the "Notes" and each a "Series")

to tender the Notes for purchase by the Company for cash (the "Offers" and each such invitation, an "Offer").

The Offers shall be subject to the terms and conditions set out in the tender offer memorandum dated 29 March 2023 (the "Tender Offer Memorandum") prepared by the Company.

Capitalized terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum."

...

"Rationale for the Offers

The rationale of the Offers is, amongst other things, to proactively manage the Company's debt maturity profile."

...

---

**PREVIOUS OFFER BELOW**

---

Aroundtown SA announces the result of the offers to the holders of its EUR 700,000,000 1.000 per cent. Notes due 2025 (ISIN: XS1715306012) and EUR 800,000,000 0.625 per cent. Notes due 2025 (ISIN: XS2023872174) to tender such Notes for purchase for cash.

18 JANUARY 2023

Full announcement available via EURONEXT.

"Announcement of Results

The Company hereby announces that it will accept for purchase EUR 110,500,000.00 in aggregate principal amount of Notes validly tendered pursuant to the Offers. The total purchase consideration for Notes validly tendered and accepted for purchase (excluding Accrued Interest in respect of such Notes) is EUR 95,831,300.00.

The final results of the Offers are as follows:

Series K Offer

The Company has decided to accept EUR 82,700,000.00 in aggregate principal amount of the Series K Notes validly tendered (Scaling Factor for the Notes offered at the highest price the Company accepted: 50%). The final results of the Series K Offer are as follows:

Series Acceptance Amount: EUR 82,700,000.00

Total Purchase Consideration (excluding Accrued Interest): EUR 72,538,850.00

Following the settlement of the Series K Offer, Series K Notes in a principal amount of EUR 605,400,000.00 will remain outstanding.

Series 32 Offer

The Company has decided to accept EUR 27,800,000.00 in aggregate principal amount of the Series 32

Notes validly tendered. The final results of the Series 32 Offer are as follows:

Series Acceptance Amount: EUR 27,800,000.00

Total Purchase Consideration (excluding Accrued Interest): EUR 23,292,450.00

Following the settlement of the Series 32 Offer, Series 32 Notes in a principal amount of EUR 754,200,000.00 will remain outstanding."

---

Aroundtown SA announces offers to the holders of its EUR 700,000,000 1.000 per cent. Notes due 2025 (ISIN: XS1715306012) and EUR 800,000,000 0.625 per cent. Notes due 2025 (ISIN: XS2023872174) to tender such Notes for purchase for cash.

11 JANUARY 2023

Full announcement available via EURONEXT.

"The Board of Directors of Aroundtown SA (the "Company") has decided to offer to the holders of its (i) EUR 700,000,000 1.000 per cent. Notes due 2025 (ISIN: XS1715306012) (the "Series K Notes") to tender the Series K Notes for purchase by the Company for cash (the "Series K Offer") and (ii) EUR 800,000,000 0.625 per cent. Notes due 2025 (ISIN: XS2023872174) (the "Series 32 Notes" and, together with the Series K Notes, the "Notes" and each a "Series") to tender the Series 32 Notes for purchase by the Company for cash (the "Series 32 Offer" and, together with the Series K Offer, the "Offers").

The Offers shall be subject to the terms and conditions set out in the tender offer memorandum dated 11 January 2023 (the "Tender Offer Memorandum") prepared by the Company.

Capitalized terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum."

...

"Rationale for the Offers

The rationale of the Offers is, amongst other things, to proactively manage the Company's debt maturity profile."