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NEXT Properties - Exchange Offer - Extension of Expiration Date

NEXT Properties announces extension of the Expiration Date, the granting of withdrawal rights and payment of a Cash Payment Consideration in connection with its debt exchange offers for Fibra Uno's senior unsecured notes.

25 JANUARY 2024


Full announcement including disclaimers and offer restrictions available via Prnewswire: Source: NEXT Properties


"MEXICO CITY, Jan. 25, 2024 /PRNewswire/ -- TRUST 7401, a trust formed under the laws of the United Mexican States ("NEXT Properties" or the "New Issuer") hereby announces the extension of the Expiration Date of the four separate offers to exchange announced on November 13, 2023, for four series of currently outstanding senior notes issued by Trust 1401, a trust formed under the laws of the United Mexican States ("Fibra Uno") for new senior notes to be issued by NEXT Properties, upon the terms and subject to the conditions set forth in the exchange offer memorandum dated November 13, 2023 (the "Exchange Offer Memorandum"). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Exchange Offer Memorandum.


As further described in the Exchange Offer Memorandum, the consummation of each Exchange Offer is subject to the satisfaction or waiver of, among other things, the condition that Trust 2401, a trust formed under the laws of the United Mexican States ("Fibra NEXT"), consummate its initial public offering, as described further under the "Conditions of the Exchange Offers" section in the Exchange Offer Memorandum, NEXT Properties has decided to extend the Expiration Date from 5:00 p.m., New York City time, on January 25, 2024, to 5:00 p.m., New York City time, on March 1, 2024, in order to give Fibra NEXT additional time to obtain a favorable memorandum (confirmación de criterio) from the Mexican Tax Administration Service (Servicio de Administración Tributaria). NEXT Properties expects that Fibra NEXT will be able to obtain such a favorable memorandum shortly.


Additionally, NEXT Properties has determined that it shall grant withdrawal rights by providing Holders who have tendered their FUNO Notes through the date hereof the right to withdraw such tendered FUNO Notes at any time from the date hereof until on or before 5:00 p.m., New York City time, January 29, 2024, unless extended by the New Issuer (such time and date, as the same may be extended, the "Withdrawal Deadline"). Subject to applicable law, Holders may withdraw tendered FUNO Notes at any time from the date hereof until the Withdrawal Deadline, but Holders may not withdraw tendered FUNO Notes after the Withdrawal Deadline.


NEXT Properties also announced its decision to amend the consideration being offered to Holders who have tendered or may tender their FUNO Notes (and do not validly withdraw such FUNO Notes) pursuant to the Exchange Offer so that, in addition to the Total Consideration or Tender Consideration, as applicable, such Holders are entitled to receive a cash payment equal to US$1.25 per US$1,000.00 of FUNO Notes validly tendered (and not validly withdrawn) by such Holders on or prior to the new Expiration Date (the "Cash Payment Consideration").


Therefore, eligible Holders who validly tendered FUNO Notes (and do not validly withdraw FUNO Notes) on or prior to the Early Tender Date and whose FUNO Notes are accepted for exchange by the New Issuer will be eligible to receive the Total Consideration plus the Cash Payment Consideration. The Total Consideration includes the Early Tender Premium. Eligible Holders who validly tender FUNO Notes after the Early Tender Date but on or prior to the new Expiration Date and whose FUNO Notes are accepted for exchange by the New Issuer will be eligible to receive the Tender Consideration plus the Cash Payment Consideration. For the avoidance of doubt, Holders who tender FUNO Notes after the Early Tender Date but on or prior to the new Expiration Date will only receive the Tender Consideration and the Cash Payment Consideration and will not be eligible to receive the Early Tender Premium.


Given that each Exchange Offer has been fully subscribed as of the Early Tender Date, the results of which were described in our press release dated November 28, 2023, Holders of FUNO Notes who validly tender FUNO Notes after the Early Tender Date will not have any of their FUNO Notes accepted for exchange unless the Maximum Exchange Amount is not met at any time prior to the new Expiration Date or  NEXT Properties increases the applicable Maximum Exchange Amount prior to the new Expiration Date, which NEXT Properties is entitled to do in its sole discretion. There can be no assurance that NEXT Properties will increase any Maximum Exchange Amount. The aggregate principal amount of New Notes issued to each participating holder for all FUNO Notes validly tendered (and not validly withdrawn) and accepted for exchange by the New Issuer will be rounded down, if necessary, to US$200,000 or the nearest whole multiple of US$1,000 in excess thereof. This rounded amount will be the principal amount of New Notes you will receive, and no additional cash will be paid in lieu of any principal amount of New Notes not received as a result of rounding down. If proration causes the New Issuer to return less than the minimum denomination, then the New Issuer will either accept all or reject all of the tendered amount.


Provided that the conditions set forth in the Exchange Offer Memorandum are met (including General Conditions and the condition that Fibra NEXT consummates its initial public offering), and subject to the Maximum Exchange Amount for each Exchange Offer, the New Issuer expects to issue the New Notes in exchange for FUNO Notes tendered and accepted for exchange in the Exchange Offers promptly after the new Expiration Date (the "Final Settlement Date"). NEXT Properties has determined that, as of the date hereof, it does not expect to have an "Early Settlement Date"."


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NEXT Properties announces extension of the Expiration Date of its debt exchange offers for Fibra Uno's senior unsecured notes.

10 JANUARY 2024


Full announcement including disclaimers and offer restrictions available via Prnewswire: Source: NEXT Properties


"MEXICO CITY, Jan. 10, 2024 /PRNewswire/ -- TRUST 7401, a trust formed under the laws of the United Mexican States ("NEXT Properties" or the "New Issuer") hereby announces the extension of the Expiration Date of the four separate offers to exchange announced on November 13, 2023, for four series of currently outstanding senior notes issued by Trust 1401, a trust formed under the laws of the United Mexican States ("Fibra Uno") for new senior notes to be issued by NEXT Properties, upon the terms and subject to the conditions set forth in the exchange offer memorandum dated November 13, 2023 (the "Exchange Offer Memorandum"). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Exchange Offer Memorandum.


As further described in the Exchange Offer Memorandum, the consummation of each Exchange Offer is subject to the satisfaction or waiver of, among other things, the condition that Trust 2401, a trust formed under the laws of the United Mexican States ("Fibra NEXT"), consummate its initial public offering, as described further under the "Conditions of the Exchange Offers" section in the Exchange Offer Memorandum. NEXT Properties has decided to extend the Expiration Date from 5:00 p.m., New York City time, on January 10, 2024, to 5:00 p.m., New York City time, on January 25, 2024, in order to give Fibra NEXT additional time to obtain a favorable memorandum (confirmación de criterio) from the Mexican Tax Administration Service (Servicio de Administración Tributaria). NEXT Properties expects that Fibra NEXT will be able to obtain such a favorable memorandum shortly."


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NEXT Properties announces extension of the Expiration Date of its debt exchange offers for Fibra Uno's senior unsecured notes.

12 DECEMBER 2023


Full announcement including disclaimers and offer restrictions available via Prnewswire: Source: NEXT Properties



"MEXICO CITY, Dec. 12, 2023 /PRNewswire/ -- TRUST 7401, a trust formed under the laws of the United Mexican States ("NEXT Properties" or the "New Issuer") hereby announces the extension of the Expiration Date of the four separate offers to exchange announced on November 13, 2023, for four series of currently outstanding senior notes issued by Trust 1401, a trust formed under the laws of the United Mexican States ("Fibra Uno") for new senior notes to be issued by NEXT Properties, upon the terms and subject to the conditions set forth in the exchange offer memorandum dated November 13, 2023 (the "Exchange Offer Memorandum"). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Exchange Offer Memorandum.


Since the consummation of each Exchange Offer is subject to the satisfaction or waiver of, among other things, the condition that Trust 2401, a trust formed under the laws of the United Mexican States ("Fibra NEXT"), consummate its initial public offering, as described further under the "Conditions of the Exchange Offers" section in the Exchange Offer Memorandum, NEXT Properties has decided to extend the Expiration Date from 5:00 p.m., New York City time, on December 12, 2023, to 5:00 p.m., New York City time, on January 10, 2024, in order to give Fibra NEXT additional time to obtain a favorable memorandum (confirmación de criterio) from the Mexican Tax Administration Service (Servicio de Administración Tributaria, or "SAT"). NEXT Properties expects that Fibra NEXT will be able to successfully consummate its initial public offering on or prior to the new Expiration Date."


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NEXT Properties announces early tender results of its debt exchange offers for four series of Fibra Uno's senior unsecured notes.

28 NOVEMBER 2023


Full announcement including disclaimers and offer restrictions available via Prnewswire: Source: NEXT Properties


"MEXICO CITY, Nov. 28, 2023 /PRNewswire/ -- TRUST 7401, a trust formed under the laws of the United Mexican States ("NEXT Properties" or the "New Issuer") hereby announces the early tender results of the four separate offers to exchange announced on November 13, 2023 for four series of currently outstanding senior notes issued by Trust 1401, a trust formed under the laws of the United Mexican States ("Fibra Uno") for new senior notes to be issued by NEXT Properties, upon the terms and subject to the conditions set forth in the exchange offer memorandum dated November 13, 2023 (the "Exchange Offer Memorandum"). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Exchange Offer Memorandum.


The Early Tender Date for the Exchange Offers occurred at 5:00 p.m., New York City time on November 27, 2023. As of the Early Tender Date, the following amounts had been properly tendered and not withdrawn by series of FUNO Notes, and provided that all conditions set forth in the Exchange Offer Memorandum are met (including General Conditions and the condition that Trust 2401, a Mexican Trust, also known as Fibra NEXT, consummate its initial public offering, as described further under the "Conditions of the Exchange Offers" section in the Exchange Offer Memorandum) shall be accepted by the New Issuer, with Eligible Holders (as defined below) receiving the Total Consideration:



Provided that the conditions set forth in the Exchange Offer Memorandum are met (including General Conditions and the condition that Trust 2401, a Mexican Trust, also known as Fibra NEXT, consummate its initial public offering, as described further under the "Conditions of the Exchange Offers" section in the Exchange Offer Memorandum), and subject to the Maximum Exchange Amount for each Exchange Offer, the New Issuer expects to issue the New Notes in exchange for FUNO Notes tendered and accepted for exchange in the Exchange Offers on or around December 4, 2023 (the "Early Settlement Date"). As described above, Eligible Holders who have validly tendered (and not validly withdrawn) their FUNO Notes on or prior to the Early Tender Date and whose FUNO Notes are accepted for exchange by the New Issuer on the Early Settlement Date, will receive the Total Consideration, which includes the Early Tender Premium.


Since the principal amount tendered for each Exchange Offer has exceeded the Maximum Exchange Amount for such Exchange Offer, the New Issuer will accept the FUNO Notes tendered as follows: (1) with respect to FUNO 2026 Notes, based on a proration factor of approximately 86.49%, (2) with respect to FUNO 2030 Notes, based on a proration factor of approximately 66.40%, (3) with respect to FUNO 2044 Notes, based on a proration factor of approximately 85.44%, and (4) with respect to FUNO 2050 Notes, based on a proration factor of approximately 69.80%.

Consequently, subject to satisfaction of the conditions set forth in the Exchange Offer Memorandum (including General Conditions and the condition that Fibra NEXT consummates its initial public offering, as described further under the "Conditions of the Exchange Offers" section in the Exchange Offer Memorandum), the tendered FUNO Notes will be exchanged into New Notes as follows: (1) with respect to the U.S.$ 400,000,000 of FUNO 2026 Notes tendered and accepted subject to the 2026 Maximum Exchange Amount, U.S.$400,000,000 Senior Notes denominated in Dollars, maturing on January 30, 2026 with a coupon of 5.250% to be issued by the New Issuer, (2) with respect to the U.S.$387,500,000 of FUNO 2030 Notes tendered and accepted subject to the 2030 Maximum Exchange Amount, U.S.$387,500,000 Senior Notes denominated in Dollars, maturing on January 15, 2030 with a coupon of 4.869% to be issued by the New Issuer, (3) with respect to the U.S.$350,000,000 of FUNO 2044 Notes tendered and accepted subject to the 2044 Maximum Exchange Amount, U.S.$350,000,000 Senior Notes denominated in Dollars, maturing on January 30, 2044 with a coupon of 6.950% to be issued by the New Issuer, and (4) with respect to the U.S.$437,500,000 of FUNO 2050 Notes tendered and accepted subject to the 2050 Maximum Exchange Amount, U.S.$437,500,000 Senior Notes denominated in Dollars, maturing on January 15, 2050 with a coupon of 6.390% to be issued by the New Issuer. The New Notes will be issued in minimum denominations of U.S.$200,000 and in integral multiples of U.S.$1,000 in excess thereof."


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NEXT Properties announces debt exchange offers for four series of Fibra Uno's senior unsecured notes


13 NOVEMBER 2023


Full announcement including disclaimers and offer restrictions available via Prnewswire: Source: NEXT Properties


"MEXICO CITY, Nov. 13, 2023 /PRNewswire/ -- TRUST 7401, a trust formed under the laws of the United Mexican States ("NEXT Properties" or the "New Issuer") hereby announces the commencement of the following four separate offers to exchange four series of currently outstanding senior notes, as described below, issued by Trust 1401, a trust formed under the laws of the United Mexican States ("Fibra Uno") for new senior notes to be issued by NEXT Properties, upon the terms and subject to the conditions set forth in the exchange offer memorandum dated November 13, 2023 (the "Exchange Offer Memorandum"):"


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"The following table sets forth certain material terms of the Exchange Offers:"



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