22nd Feb 2007 07:01
Great Portland Estates PLC22 February 2007 THIS PRESS RELEASE IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTOTHE 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 debtcapital structure and reduce the cash cost of financing. Assuming thetransactions complete, diluted NAV per share and EPS will be marginallyenhanced. 5.25 per cent Convertible Bonds due 2008 (the Bonds) GPE wishes to exercise its option, under Condition 8(c)(i) of the Bonds, toredeem the Bonds presently outstanding in full at their principal amount. TheBonds 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 OrdinaryShares of 12.5 pence each in the capital of GPE (the Ordinary Shares) inaccordance with Condition 7(a) of the Bonds. The Conversion Right may beexercised 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 isto be determined by dividing the principal amount of the relevant Bond(s) by theconversion price (the Conversion Price). The Conversion Price is currently 310pence per Ordinary Share, but is subject to adjustment in the circumstances setout in Condition 7(b) of the Bonds, and will be calculated on the Londonbusiness 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 beforepublication of this notice, was 778 pence per Ordinary Share. The aggregateprincipal amount of Bonds outstanding as of 21 February 2007 was £49.6 million.Assuming all Bondholders exercise their Conversion Right, GPE would issue afurther 16 million new Ordinary Shares. IMPORTANTValue 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 Stockwill 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 withCondition 2(A) of the Stock as at 3.00 p.m. on 19 February 2007, together withthe interest (on the nominal thereto) accrued up to and including the StockRedemption Date. The aggregate principal amount of Stock outstanding as of 21February 2007 was £36,850. Following redemption on the Stock Redemption Date, the Stock shall be cancelled. Contacts: Great Portland Estates plcTimon Drakesmith, Finance Director 020 7647 3034 The communication of this press release is only being made to those persons inthe United Kingdom who fall within Article 42(1)(c) and/or Article 43(2) of theFinancial Services and Markets Act 2000 (Financial Promotions) Order 2005 or anyother 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 otherwiseforwarded, distributed or sent in or into or from the United States, and personsreceiving this press release (including custodians, nominees and trustees) mustnot mail or otherwise forward, distribute or send it into or from the UnitedStates. GPE will neither consider nor respond to any communications in respectof 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 ExchangeRelated Shares:
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