The Management Board of CORESTATE resolved today, with the consent of the Supervisory Board to launch an offering , of senior, unsecured convertible bonds, due 2022 in an initial aggregate nominal amount of Euro 150 million. CORESTATE is entitled to increase the aggregate issue size by up to Euro 50 million and the maximum issue size can therefore amount to Euro 200 million.
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CORESTATE Capital Holding S.A. to launch Euro 150 million convertible bond offering with Euro 50 million upsize option
Luxemburg, 21 November 2017 – The Management Board of CORESTATE Capital Holding S.A. (“CORESTATE“) resolved today, with the consent of the Supervisory Board to launch an offering (the “Offering“) of senior, unsecured convertible bonds, due 2022 in an initial aggregate nominal amount of Euro 150 million (the “Bonds“). CORESTATE is entitled to increase the aggregate issue size by up to Euro 50 million and the maximum issue size can therefore amount to Euro 200 million. The Bonds will be convertible into ordinary shares in dematerialised form of CORESTATE (the “Shares“). The shareholders’ pre-emptive rights are excluded.
The company intends to use the net proceeds for the refinancing of existing debt as well as for general corporate purposes.
The Bonds are expected to be rated BB+ in line with CORESTATE’s long-term corporate credit rating and have a maturity of 5 years. They will be issued and redeemed at 100% of their principal amount, unless previously converted or repurchased and cancelled. The Bonds will be offered with a coupon between 1.00% and 1.75% per annum, payable semi-annually in arrear, and a conversion premium of 25 – 30% above the volume-weighted average price of the Shares on XETRA between launch and pricing of the Offering. Pricing of the Offering is expected to take place today following an accelerated bookbuilding process, and settlement is expected to take place on or around 28 November 2017.
CORESTATE will be entitled to redeem the Bonds at their principal amount (plus accrued interest) in accordance with the terms and conditions of the Bonds at any time (i) on or after 19 December 2020, if the price per Share is equal or exceeds 130% of the then prevailing conversion price over a certain period or (ii) if 15% or less of the aggregate principal amount of the Bonds remain outstanding.
CORESTATE intends to arrange for the Bonds to be traded on the Open Market (Freiverkehr) of the Frankfurt Stock Exchange no later than two weeks after the settlement of the Offering. CORESTATE has agreed to a lock-up until 90 days after the settlement of the Offering.
The Bonds will be placed in an accelerated bookbuilding only to institutional investors outside the United States in reliance on Regulation S under the United States Securities Act of 1933, as amended (the “Securities Act“) as well as outside of Australia, Canada, Italy, Japan and any other jurisdiction in which offers or sales of the Bonds would be prohibited by applicable law.
About CORESTATE Capital
CORESTATE is an investment manager and co-investor with around € 28 billion in assets under management. The company sees itself as a manager for the entire length of the real estate value chain. Thanks to its fully integrated real estate platform, it is able to offer investors a wide range of services, especially the opportunity to invest in large-scale societal trends such as urbanisation, demographic shifts or sustainability – trends that will continue to have a decisive influence on the living and working environment in the long term. The consistent focus on asset classes that will be successful in the long run constitutes a central cornerstone of the company strategy. At CORESTATE, all concepts are supported with ESG expertise that is unique to the industry. With some 800 experts, CORESTATE offers clients and investors a full range of services and consultation from a single source, from project financing and real estate management to sales. CORESTATE is listed on the Frankfurt Stock Exchange (SDAX) and operates as a respected business partner for institutional and semi-institutional investors as well as high-net-worth private investors in 13 countries across Europe, with offices in Frankfurt, Vienna, Zurich, Paris, Madrid and London.
Forward-looking statements
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