Terrafina (”TERRA”) (BMV: TERRA13), a leading
Mexican industrial real estate investment trust (“FIBRA”),
externally advised by PGIM Real Estate and dedicated to the
acquisition, ownership, development, lease and management of
industrial real estate properties in Mexico, announced the
following:
Pursuant to articles 64 Bis 1 and 68 of the
Securities Market Law and article 218 of the General Law of
Negotiable Instruments and Credit Transactions, and in accordance
with Clause 4.1 of the Irrevocable Trust Agreement number F/00939
dated January 29, 2013 (as the same has been and is amended, the
“Trust Agreement”) and the global certificate with ticker “TERRA
13” (the "Certificates") issued by CIBanco, S.A., Institución de
Banca Múltiple, as trustee of the Trust, PLA Administradora
Industrial, S. de R.L. de C.V., as settlor and advisor, TF
Administradora, S. de R.L. de C.V., as subsidiary manager and Monex
Casa de Bolsa, Monex Grupo Financiero as common representative (the
“Common Representative”) of the holders of the Certificates (the
“Holders”), such Holders are called to participate in the Ordinary
and Extraordinary Holders’ Meeting, to be held on April 15, 2020 at
11:00 A.M. (the “Holders’ Meetings”) remotely, as provided in the
last part of paragraph (b) of the section "Provisions related to
the Holders’ Meeting" of the Global Certificate, considering that,
due to the current situation in Mexico derived from the COVID-19
pandemic, the offices of the Common Representative are not
available for meetings as part of the efforts to prevent the
concentration of people and limit the spread of the virus, in order
to protect the health of participants. These Holders’ Meetings
shall address the following agenda:
AGENDA
ORDINARY HOLDERS´MEETING
I. Proposal, discussion and, if applicable,
approval of the audited annual financial statements of the Trust
for the fiscal year ended 2019, pursuant to the provisions set
forth in Clause 4.3, section (a), subsection (i) of the Trust
Agreement.
II. Proposal, discussion and, if applicable,
approval of the Annual Report as of December 31, 2019, pursuant to
the provisions set forth in Clause 4.3, section (a), subsection
(ii) of the Trust Agreement.
III. Appointment, ratification and/or removal of
members of the Technical Committee of the Trust, pursuant to the
provisions set forth in Clause 4.3, section (a), subsection (iii)
of the Trust Agreement, and, if applicable, the qualification of
independence by the Holders
Meeting.
EXTRAORDINARY
HOLDERS´MEETING
VI. Proposal, discussion and, if applicable,
approval of certain amendment to the Trust Agreement, and if
applicable, any other Issuance Document in order to amend Clause VI
“Common Representative” of the Trust. Actions and resolutions in
connection with such regard.
ORDINARY AND EXTRAORDINARY
HOLDERS´MEETING
Appointment of the delegate or delegates to
formalize, and if applicable, comply with the resolutions adopted
in the Holders’ Meetings.
Holders that intend to participate in the
Holders’ Meetings, shall submit no later than the business day
prior to the date of such Meetings: (i) the deposit certificate
issued by S.D. Indeval Institución para el Depósito de Valores,
S.A. de C.V., (ii) the list that for such purposes is issued by the
corresponding custodian, if applicable, and (iii) the proxy letter
duly signed before two witnesses or, if applicable, the power of
attorney for the representation at the Holders´ Meetings granted
under the terms of the applicable law, at the offices of the Common
Representative addressed to José Roberto Flores Coutiño, Rebeca
Erives Sepúlveda and/or Martha Corona Benavides from 9:00 to 15:00
and 16:30 to 17:30 hours, from Monday to Friday, as from the date
of the publication of this call. Upon delivery of the documentation
referred to in this paragraph, the Common Representative shall
provide the Holders with the necessary information regarding the
telephone and/or digital platform to be used for the Holders’
Meetings so that they can connect remotely to such Holders´
Meetings Likewise, the Holders are free to contact the Common
Representative, either via email (jfloresc@monex.com.mx) or by
telephone (+52-55) 5231-0141 with any questions related to the
scope of this agenda.
Mexico City, March 25, 2020CIBanco, S.A.,
Institución de Banca Múltiple,in its capacity as trustee of the
Trust F/00939
Antonio Rangel Fernández McGregorTrustee
Delegate
Gerardo Ibarrola SamaniegoTrustee Delegate
Contacts:
Francisco Martínez, IROTerrafinaTel: +52 (55) 5279-8107E-mail:
francisco.martinez@terrafina.mx
Ana María YbarraMiranda IRTel: +52 1 553-660-4037E-mail:
ana.ybarra@miranda-ir.com
About TerrafinaTerrafina
(BMV:TERRA13) is a Mexican real estate investment trust formed
primarily to acquire, develop, lease and manage industrial real
estate properties in Mexico. Terrafina’s portfolio consists of
attractive, strategically located warehouses and other light
manufacturing properties throughout the Central, Bajio and Northern
regions of Mexico. It is internally managed by highly-qualified
industry specialists and externally advised by PGIM Real
Estate.
Terrafina owns 300 real estate properties,
including 289 developed industrial facilities with a collective GLA
of approximately 42.3 million square feet and 11 land reserve
parcels, designed to preserve the organic growth capability of the
portfolio.
Terrafina’s objective is to provide attractive
risk-adjusted returns for the holders of its certificates through
stable distributions and capital appreciations. Terrafina aims to
achieve this objective through a successful performance of its
industrial real estate and complementary properties, strategic
acquisitions, access to a high level of institutional support, and
to its management and corporate governance structure. For more
information, please visit www.terrafina.mx
About PGIM Real Estate PGIM,
the global investment management business of Prudential Financial,
Inc. (NYSE), is one of largest real estate investment managers in
the world, with more than $179.2 billion1 in gross real estate
assets under management and administration, as of December 31,
2019. Through its PGIM Real Estate and PGIM Real Estate Finance
businesses, PGIM leverages a 140-year history of real estate
lending on behalf of institutional and middle-market borrowers, a
49-year legacy of investing in commercial real estate on behalf of
institutional investors, and the deep local knowledge and expertise
of professionals in 31 cities around the world.
PGIM Real Estate, the real estate investment
management business of PGIM, has been redefining the real estate
investing landscape since 1970. Combining insights into
macroeconomic trends and global real estate markets with excellence
of execution and risk management, PGIM Real Estate’s tenured team
offers to its global clients a broad range of real estate equity,
debt, and securities investment strategies that span the
risk-return spectrum and geographies. For more information, visit
www.pgimrealestate.com.
(1) AUA equals $US37.1 billion.(2) Includes legacy lending
through PGIM’s parent company, Prudential Financial, Inc.
About Prudential Financial,
Inc.Prudential Financial, Inc. (NYSE:PRU), a financial
services leader with more than US$1.6 trillion of assets under
management as of December 31, 2019, has operations in the United
States, Asia, Europe, and Latin America. Prudential’s diverse and
talented employees are committed to helping individual and
institutional customers grow and protect their wealth through a
variety of products and services, including life insurance,
annuities, retirement-related services, mutual funds and investment
management. In the U.S., Prudential’s iconic Rock symbol has stood
for strength, stability, expertise and innovation for more than a
century. For more information, please visit
www.news.prudential.com
Forward Looking StatementsThis
document may include forward-looking statements that may imply
risks and uncertainties. Terms such as "estimate", "project",
"plan", "believe", "expect", "anticipate", "intend", and other
similar expressions could be construed as previsions or estimates.
Terrafina warns readers that declarations and estimates mentioned
in this document, or realized by Terrafina’s management imply risks
and uncertainties that could change in function of various factors
that are out of Terrafina’s control. Future expectations reflect
Terrafina’s judgment at the date of this document. Terrafina
reserves the right or obligation to update the information
contained in this document or derived from this document. Past or
present performance is not an indicator to anticipate future
performance.
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