Obligation Aroundtown Property Holdings S.A 1.45% ( XS2023873149 ) en EUR

Aroundtown Property Holdings S.A

81.71 % ▲

Allemagne

XS2023873149 ( en EUR )

1.45% par an ( paiement annuel )

08/07/2028

Prospectus brochure de l'obligation Aroundtown Property Holdings S.A XS2023873149 en EUR 1.45%, échéance 08/07/2028

100 000 EUR

600 000 000 EUR

09/07/2024 ( Dans 82 jours )

L'Obligation émise par Aroundtown Property Holdings S.A ( Allemagne ) , en EUR, avec le code ISIN XS2023873149, paye un coupon de 1.45% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 08/07/2028

MIFID II product governance / Professional investors and ECPs only target market Solely for the
purposes of each manufacturer's product approval process, the target market assessment in respect of the
Senior Notes has led to the conclusion that: (i) the target market for the Senior Notes is eligible
counterparties and professional clients only, each as defined in Directive 2014/65/EU (as amended, MiFID
II); and (ii) all channels for distribution of the Senior Notes to eligible counterparties and professional clients
are appropriate. Any person subsequently offering, selling or recommending the Senior Notes (a distributor)
should take into consideration the manufacturers' target market assessment; however, a distributor subject to
MiFID II is responsible for undertaking its own target market assessment in respect of the Senior Notes (by
either adopting or refining the manufacturers' target market assessment) and determining appropriate
distribution channels.
PROHIBITION OF SALES TO EEA RETAIL INVESTORS  The Senior Notes, are not intended to be
offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to
any retail investor in the European Economic Area (the EEA). For these purposes, a retail investor means a
person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of MiFID II; or (ii) a
customer within the meaning of Directive 2002/92/EC (as amended or superseded, the Insurance Mediation
Directive), where that customer would not qualify as a professional client as defined in point (10) of Article
4(1) of MiFID II; or (iii) not a qualified investor as defined in Directive 2003/71/EC (as amended or
superseded, the Prospectus Directive). Consequently no key information document required by Regulation
(EU) No 1286/2014 (as amended, the PRIIPs Regulation) for offering or selling the Senior Notes or
otherwise making them available to retail investors in the EEA has been prepared and therefore offering or
selling the Senior Notes or otherwise making them available to any retail investor in the EEA may be
unlawful under the PRIIPs Regulation.
FINAL TERMS
5 July 2019
Aroundtown SA
société anonyme
1, Avenue du Bois
L-1251 Luxembourg
R.C.S. Luxembourg: B217868
Legal entity identifier (LEI): 529900H4DWG3KWMBMQ39
Issue of EUR 600,000,000 1.450 per cent. Notes due 2028
under the 10,000,000,000
Euro Medium Term Note Programme
PART A CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the
Offering Circular dated 5 October 2018 as supplemented by the supplements to it dated 29 November 2018,
28 March 2019, 30 May 2019 and 20 June 2019 which together constitute a base prospectus for the purposes
of the Prospectus Directive (the Offering Circular). This document constitutes the Final Terms of the
Senior Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in
conjunction with the Offering Circular. Full information on the Issuer and the offer of the Senior Notes is
only available on the basis of the combination of these Final Terms and the Offering Circular. The Offering
Circular has been published on the website of the Central Bank of Ireland, www.centralbank.ie.
1.
Issuer:
Aroundtown SA
0015437-0010523 ICM:33073215.3
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2.
(a)
Series Number:
24
(b)
Tranche Number:
1
(c)
Date on which the Senior Notes will Not Applicable
be consolidated and form a single
Series:
3.
Specified Currency or Currencies:
Euro (EUR)
4.
Aggregate Nominal Amount:
(a)
Series:
EUR 600,000,000
(b)
Tranche:
EUR 600,000,000
5.
Issue Price:
98.422 per cent. of the Aggregate Nominal Amount
6.
(a)
Specified Denominations:
EUR 100,000
(b)
Calculation Amount (in relation to EUR 100,000
calculation of interest in global form
see Conditions):
7.
(a)
Issue Date:
9 July 2019
(b)
Interest Commencement Date:
Issue Date
8.
Maturity Date:
9 July 2028
9.
Interest Basis:
1.450 per cent. Fixed Rate
(see paragraph 15 below)
10.
Redemption/Payment Basis:
Subject to any purchase and cancellation or early
redemption, the Senior Notes will be redeemed on
the Maturity Date at 100 per cent. of their nominal
amount.
11.
Change of Interest Basis:
Not Applicable
12.
Put/Call Options:
Merger Put
Change of Control Put
Issuer Call
Make-Whole Redemption
(see paragraphs 19, 20, 22 and 23 below)
13.
Status of the Senior Notes:
Senior
14.
Date Board approval for issuance of Senior Not Applicable
Notes obtained:
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
15.
Fixed Rate Senior Note Provisions:
Applicable
0015437-0010523 ICM:33073215.3
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(a)
Rate of Interest:
1.450 per cent. per annum payable in arrear on each
Interest Payment Date.
(b)
Interest Payment Date(s):
9 July in each year, commencing on 9 July 2020, up
to and including the Maturity Date.
(c)
Fixed Coupon Amount for Senior EUR 1,450 per Calculation Amount
Notes in definitive form (and in
relation to Senior Notes in global
form see Conditions):
(d)
Broken Amount(s) for Senior Notes Not Applicable
in definitive form (and in relation to
Senior Notes in global form see
Conditions):
(e)
Day Count Fraction:
Actual/Actual (ICMA)
(f)
Determination Date(s):
9 July in each year
16.
Floating Rate Senior Note Provisions:
Not Applicable
17.
Zero Coupon Senior Note Provisions:
Not Applicable
PROVISIONS RELATING TO REDEMPTION
18.
Notice periods for Condition 7.2 Minimum period: 30 days
Redemption for tax reasons:
Maximum period: 60 days
19.
Issuer Call:
Applicable
(a)
Optional Redemption Date(s):
Any Business Day (as defined in Condition 5.2(a)
(Interest Payment Dates) of the Terms and
Conditions of the Senior Notes) falling in the period
from (and including) 9 April 2028 to (but excluding)
the Maturity Date.
(b)
Optional Redemption Amount:
EUR 100,000 per Calculation Amount
(c)
If redeemable in part:
Not Applicable
(d)
Notice periods:
Minimum period: 15 days
Maximum period: 30 days
20.
Make-whole Redemption by the Issuer:
Applicable
(a)
Make-whole Redemption Margin:
35 basis points
(b)
Reference Bond:
DBR 0.5 per cent. due 15 February 2028
(ISIN: DE0001102440)
(c)
Quotation Time:
5.00 p.m. Frankfurt time
(d)
Reference Rate Determination Date:
The third Business Day preceding the relevant
0015437-0010523 ICM:33073215.3
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Make-whole Redemption Date.
(e)
If redeemable in part:
Not Applicable
(f)
Reference Rate:
Reference Bond Rate
(g)
Relevant Make-whole Screen Page:
Not Applicable
(h)
Floating Leg Reference Rate:
Not Applicable
(i)
Floating Leg Screen Page:
Not Applicable
21.
Investor Put:
Not Applicable
22.
Merger Put:
Applicable
Merger Redemption Amount:
EUR 100,000 per Calculation Amount
23.
Change of Control Put:
Applicable
Change of Control Redemption Amount:
EUR 100,000 per Calculation Amount
24.
Final Redemption Amount:
EUR 100,000 per Calculation Amount
25.
Early Redemption Amount payable on EUR 100,000 per Calculation Amount
redemption for taxation reasons or on event
of default:
GENERAL PROVISIONS APPLICABLE TO THE SENIOR NOTES
26.
Form of Senior Notes:
(a)
Form:
Bearer Senior Notes:
Temporary Global Senior Note exchangeable for a
Permanent
Global
Senior
Note
which
is
exchangeable for Definitive Senior Notes only upon
an Exchange Event.
(b)
New Global Note:
Yes
27.
Additional Financial Centre(s):
Not Applicable
28.
Talons for future Coupons to be attached to No
Definitive Senior Notes:
0015437-0010523 ICM:33073215.3
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Signed on behalf of Aroundtown SA
By: .........................................................
Frank Roseen
Duly authorised
Director
By: .........................................................
Oschrie Massatschi
Duly authorised
Director

PART B OTHER INFORMATION
1.
LISTING
AND
ADMISSION
TO
TRADING
(i)
Listing and Admission to trading:
Application has been made by the Issuer (or on its
behalf) for the Senior Notes to be admitted to trading
on the regulated market of Euronext Dublin and
listing on the official list of Euronext Dublin with
effect from the Issue Date.
(ii)
Estimate of total expenses related to EUR 1,000
admission to trading:
2.
RATINGS
Ratings:
The Senior Notes to be issued are expected to be
rated BBB+ by S&P Global Ratings Europe Limited
3.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save for the fees payable to the Managers, so far as the Issuer is aware, no person involved in the
issue of the Senior Notes has an interest material to the offer. The Managers and their affiliates have
engaged, and may in the future engage, in investment banking and/or commercial banking
transactions with, and may perform other services for, the Issuer and its affiliates in the ordinary
course of business.
4.
YIELD
Indication of yield:
1.640 per cent. per annum
The yield is calculated at the Issue Date on the basis
of the Issue Price. It is not an indication of future
yield.
5.
OPERATIONAL INFORMATION
(i)
ISIN:
XS2023873149
(ii)
Common Code:
202387314
(iii)
CFI:
DTFUFB
(iv)
FISN:
AROUNDTOWN SA/1.45EMTN 20280709
(v)
Any clearing system(s) other than Not Applicable
Euroclear
and
Clearstream,
Luxembourg
and
the
relevant
identification number(s):
(vi)
Delivery:
Delivery against payment
(vii)
Names and addresses of additional Not Applicable
0015437-0010523 ICM:33073215.3
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Paying Agent(s) (if any):
(viii)
Intended to be held in a manner Yes. Note that the designation "yes" simply means
which would allow Eurosystem that the Senior Notes are intended upon issue to be
eligibility:
deposited with one of the ICSDs as common
safekeeper and does not necessarily mean that the
Senior Notes will be recognised as eligible collateral
for Eurosystem monetary policy and intra day credit
operations by the Eurosystem either upon issue or at
any or all times during their life. Such recognition
will depend upon the ECB being satisfied that
Eurosystem eligibility criteria have been met.
6.
DISTRIBUTION
(i)
Method of distribution:
Syndicated
(ii)
If
syndicated,
names
of
the Banco Santander, S.A.
Managers:
Citigroup Global Markets Limited
Deutsche Bank Aktiengesellschaft
HSBC Bank plc
J.P. Morgan Securities plc
(iii)
Date of Subscription Agreement:
5 July 2019
(iv)
Stabilisation Manager (if any):
Deutsche Bank AG, London Branch
(v)
If non-syndicated, name of relevant Not Applicable
Dealer:
(vi)
U.S. Selling Restrictions:
Reg. S Compliance Category 2; TEFRA D
(vii)
Prohibition of Sales to EEA Retail Applicable
Investors:
(viii)
Prohibition of Sales to Belgian Applicable
Consumers:
0015437-0010523 ICM:33073215.3
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