Unibail-Rodamco SE: Notice to ORA holders following the Annual General Meeting of May 17, 2018
May 18 2018 - 2:00AM
UNIBAIL-RODAMCO
Paris, Amsterdam, May 18, 2018
Press
Release
Unibail-Rodamco
SE: Notice to ORA holders following the Annual General Meeting of
May 17, 2018
The Annual General Meeting of
Unibail-Rodamco (the "Company"), held on May
17, 2018, approved a dividend of €10.80 per share for the 2017
financial year, comprised of (i) an interim dividend of €5.40 per
share paid on March 29, 2018 and (ii) the final dividend of €5.40
per share to be paid on May 30, 2018.
In accordance with the terms and
conditions of the issuance, each ORA will give the right to receive
a final cash amount of €6.75 paid on May 30, 2018 (see the
"Note d'opération" approved by the "Autorité des Marchés Financiers" under the visa no.
07-152 dated May 18, 2007).
The ex-coupon date to receive the
ORA final cash amount will be May 30, 2018 (ISIN FR0010474056).
In connection with the acquisition
of Westfield Corporation by the Company (the "Transaction"), the Annual General Meeting also approved
the distribution in kind by the Company to its shareholders of a
maximum number of 100,598,795 Class A shares of its affiliate
company WFD Unibail-Rodamco N.V., on the basis of one (1)
WFD Unibail-Rodamco N.V. Class A share for each one (1)
Unibail-Rodamco SE share held.
The shares of the Company will be
stapled together with the WFD Unibail-Rodamco N.V. Class
A shares (the "Stapled Shares") and jointly be
admitted to trading on Euronext Amsterdam (market of reference) and
Euronext Paris. The Company will hold 40% of WFD Unibail-Rodamco
N.V.'s share capital directly in the form of Class B shares.
To protect the interests of ORA
holders, the Management Board of the Company has decided, in
accordance with the provisions of article L. 228-99, 2° of the
French Commercial Code, that as from the completion of the
Transaction on June 7, 2018, each ORA will be redeemable by the
delivery, to the ORA holder, of Stapled Shares, instead of
Unibail-Rodamco SE shares, on the basis of the then applicable
redemption ratio. This protection measure is exclusive and the
other measures provided by subparagraphs 1° and 3° of the same
article shall therefore not apply. Furthermore, ORA holders will
now receive a coupon calculated pursuant to distributions made with
respect to the underlying Stapled Shares.
Eight Advisory, acting as
independent expert appointed by the Company, has concluded that
this decision is financially fair to ORA holders and Company's
shareholders. The full report of Eight Advisory may be obtained
free of charge from the Company.
The Company benefits from an
issuer call allowing it to redeem the ORA on the first coupon
payment date following the 12th anniversary of the ORA's issuance
(i.e., May 2019).
In accordance with the provisions
of article R. 228-89 of the French Commercial Code, the
Company will hold in reserve, as from June 7, 2018, a number of WFD
Unibail-Rodamco N.V. Class A shares sufficient to redeem all ORA
outstanding as at this date.
For further
information, please contact:
Investor Relations
Maarten Otte
+33 1 76 77 58 02
Maarten.otte@unibail-rodamco.com
Media Relations
Nathalie Feld
+33 1 53 43 57 94
nathalie.feld.contractor@unibail-rodamco.com
About
Unibail-Rodamco
Created in 1968, Unibail-Rodamco SE is Europe's largest listed
commercial property company, with a presence in 11 Continental
European countries, and a portfolio of assets valued at €43.1
billion as of December 31, 2017. As an integrated operator,
investor and developer, the Group aims to cover the whole of the
real estate value creation chain. With the support of its ca. 2,000
professionals, Unibail-Rodamco applies those skills to highly
specialised market segments such as large shopping centres in major
European cities and large offices and convention & exhibition
centres in the Paris region. The Group distinguishes itself through
its focus on the highest architectural, city planning and
environmental standards. Its long term approach and sustainable
vision focuses on the development or redevelopment of outstanding
places to shop, work and relax. Its commitment to environmental,
economic and social sustainability has been recognised by inclusion
in the FTSE4Good and STOXX Global ESG Leaders indexes. The Group is
a member of the CAC 40, AEX 25 and EuroSTOXX 50 indices. It
benefits from an A rating from Standard & Poor's and Fitch
Ratings. For more information, please visit our website:
www.unibail-rodamco.com.
Unibail-Rodamco SE: Notice to ORA
holders following the AGM 17/05/18
This
announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: UNIBAIL-RODAMCO SE via Globenewswire