Great Portland Estates PLC
22 February 2007
THIS PRESS RELEASE IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO
THE UNITED STATES.
THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL OR ISSUE SECURITIES.
22 February 2007
Early redemption of Debt Instruments
Great Portland Estates plc (GPE) announces two transactions to simplify its debt
capital structure and reduce the cash cost of financing. Assuming the
transactions complete, diluted NAV per share and EPS will be marginally
5.25 per cent Convertible Bonds due 2008 (the Bonds)
GPE wishes to exercise its option, under Condition 8(c)(i) of the Bonds, to
redeem the Bonds presently outstanding in full at their principal amount. The
Bonds will be redeemed in full on 31 March 2007 (the Bond Redemption Date),
together with interest accrued to (but excluding) the Bond Redemption Date.
Bondholders may avoid the redemption by GPE by exercising the Bondholders' right
(the Conversion Right) to convert the Bonds they hold into registered Ordinary
Shares of 12.5 pence each in the capital of GPE (the Ordinary Shares) in
accordance with Condition 7(a) of the Bonds. The Conversion Right may be
exercised by Bondholders up to the close of business on 23 March 2007.
The number of Ordinary Shares to be issued on exercise of a Conversion Right is
to be determined by dividing the principal amount of the relevant Bond(s) by the
conversion price (the Conversion Price). The Conversion Price is currently 310
pence per Ordinary Share, but is subject to adjustment in the circumstances set
out in Condition 7(b) of the Bonds, and will be calculated on the London
business day following delivery of the Conversion Notice (as defined in the
Conditions of the Bonds).
The Current Market Price of the Ordinary Shares (as defined in Condition 7(b))
as at 20 February 2007, being the latest practicable date for calculation before
publication of this notice, was 778 pence per Ordinary Share. The aggregate
principal amount of Bonds outstanding as of 21 February 2007 was £49.6 million.
Assuming all Bondholders exercise their Conversion Right, GPE would issue a
further 16 million new Ordinary Shares.
Value of the Ordinary Shares into which each £1,000 principal amount of Bonds is
convertible based on the Current Market Price of the Ordinary Shares as at
20 February 2007 (ignoring fractions of Ordinary Shares) £2,505
Redemption Price (including accrued interest) for each £1,000 principal amount
of the Bonds £1,004
7.25 per cent First Mortgage Debenture Stock 2027 (the Stock)
GPE wishes to redeem the whole of the Stock presently outstanding. The Stock
will be redeemed in full on 28 March 2007 (the Stock Redemption Date).
The redemption price will be 132.05 per cent, as determined in accordance with
Condition 2(A) of the Stock as at 3.00 p.m. on 19 February 2007, together with
the interest (on the nominal thereto) accrued up to and including the Stock
Redemption Date. The aggregate principal amount of Stock outstanding as of 21
February 2007 was £36,850.
Following redemption on the Stock Redemption Date, the Stock shall be cancelled.
Great Portland Estates plc
Timon Drakesmith, Finance Director 020 7647 3034
The communication of this press release is only being made to those persons in
the United Kingdom who fall within Article 42(1)(c) and/or Article 43(2) of the
Financial Services and Markets Act 2000 (Financial Promotions) Order 2005 or any
other persons to whom it may otherwise lawfully be made under that Order.
Copies of this press release are not being, and must not be, mailed or otherwise
forwarded, distributed or sent in or into or from the United States, and persons
receiving this press release (including custodians, nominees and trustees) must
not mail or otherwise forward, distribute or send it into or from the United
States. GPE will neither consider nor respond to any communications in respect
of offers of Stock or Bonds made by persons in the United States.
This information is provided by RNS
The company news service from the London Stock Exchange