TAG offers early conversion to holders of 2012/2019 convertible bonds
TAG Immobilien AG / Key word(s): Miscellaneous/Bond30.06.2016 08:12Dissemination of an Ad hoc announcement according to § 15 WpHG, transmittedby DGAP - a service of EQS Group AG.The issuer is solely responsible for the content of this announcement.---------------------------------------------------------------------------Ad hoc announcementTAG offers early conversion to holders of 2012/2019 convertible bondsHamburg, 30 June 2016 - Today the Management Board of TAG Immobilien AG('TAG' or the 'Company'), with the Supervisory Board's approval, agreed tooffer early conversion for all outstanding 5.50% convertible bonds, with anominal value of EUR 74.5 million and a maturity of June 2019 (ISINDE000A1PGZM3, the 'Convertible Bond') (the 'Transaction').Besides the delivery of the underlying shares from the contingent capitalin accordance with the terms of the Convertible Bond (to a maximum ofapprox. 9.97 million shares), the offer includes a cash payment tocompensate for the outstanding interest payments and/or the differencebetween the value of the conversion shares compared to the current marketvalue of the Convertible Bond (plus a premium payment), in the amount of12.75% on the principal amount of the Convertible Bond. To accept theoffer, investors can exercise their conversion rights prematurely withinthe offer period. Assuming a full early conversion, this cash payment wouldamount to approx. EUR 9.5 million.The Transaction strengthens the Company's equity base prior to theConvertible Bond's regular due date in June 2019, and is part of theManagement Board's long-term initiative to continuously optimise theCompany's capital structure. As the Convertible Bond is already trading inthe money, early conversion does not lead to any additional dilution forTAG shareholders. The Transaction will reduce the Company's loan-to-value(LTV) from 61.0% to approx. 59.3%, based on the financials in the IFRSinterim consolidated financial statements as of 31 March 2016 and fullearly conversion assumed. At the same, the conversions will reduce interestcosts by up to approx. EUR 4.1 million per year.Investors who exercise their conversion right for a bond unit with anominal value of EUR 100,000 receive 13.381,69 TAG shares and a cash amountof EUR 12,750.00. In accordance with the terms and conditions, the Companymade the semi-annual coupon payment which fell due on 28 June. Under thisoffer, the Company will not pay any accrued interest beyond this.Holders of the Convertible Bond can accept the offer by exercising some orall of their conversion rights during the offer period from 30 June to 8July 2016, 16:00 CET in accordance with the terms and conditions of theConvertible Bond. The cash compensation shall be made by 18 July 2016. TheCompany reserves the right to declare all of the remaining outstandingunits of the Convertible Bond due in accordance with its terms andconditions if less than 20% of the original nominal amount of EUR 85.3million is outstanding after the offer ends (Clean-up Call).The offer is subject to various conditions that are described in detail inthe offer document, which can be requested from Credit Suisse Securities(Europe) Limited, the Sole Dealer Manager. VICTORIAPARTNERS serves as TAG'ssole financial advisor in the Transaction.Contact:TAG Immobilien AGHead of Investor&Public Relations Dominique MannTel. +49 (0) 40 380 32 - 300 Fax +49 (0) 40 380 32 388ir@tag-ag.com30.06.2016 The DGAP Distribution Services include Regulatory Announcements,Financial/Corporate News and Press Releases.Media archive at www.dgap.de--------------------------------------------------------------------------- Language: EnglishCompany: TAG Immobilien AG Steckelhörn 5 20457 Hamburg GermanyPhone: 040 380 32 0Fax: 040 380 32 388E-mail: ir@tag-ag.comInternet: www.tag-ag.comISIN: DE0008303504, XS0954227210, DE000A12T101WKN: 830350, A1TNFU, A12T10Indices: MDAXListed: Regulated Market in Frankfurt (Prime Standard), Munich; Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Hanover, Stuttgart; Terminbörse EUREX End of Announcement DGAP News-Service ---------------------------------------------------------------------------
