On business and financial situation. Tender offer
January 18, 2023
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OBRASCÓN HUARTE LAÍN, S.A. (OHLA or the Company), in compliance with the provisions of article 227 of the Spanish Securities Market Law (Real Decreto Legislativo 4/2015, de 23 de octubre, que aprueba el texto refundido de la Ley del Mercado de Valores), hereby informs the Spanish Securities Market Regulator (Comisión Nacional del Mercado de Valores CNMV) of the following
OTHER RELEVANT INFORMATION
The Company announces that, in application of the terms agreed with its financial creditors in the framework of the process of recapitalisation and renegotiation of its debt (the Restructuring), it is going to apply the funds received by its subsidiary Obrascón Huarte Laín Desarrollos, S.A.U. (OHLD), derived from the payment to the latter by 57 Whitehall Investments S.à.r.l., a subsidiary of the Hinduja Group, of the deferred purchase price for the sale of its 49% stake in the Old War Office project in accordance with the terms of the documents of the Restructuring.
In this regard, and in application of the terms agreed in the Restructuring, the Company’s subsidiary OHL Operaciones, S.A.U., has launched a partial tender offer for a maximum principal amount of €32,575,827.69 (the Maximum Tender Amount, which is equivalent to €31,990,922.00 of nominal amount) plus accrued and unpaid interest (including accrued PIK interest) addressed to the holders of its secured notes denominated “EUR 487,266,804 Split Coupon Senior Secured Notes” listed on the unregulated market of the Vienna Stock Exchange (“Vienna MTF”), with ISIN codes XS2356570239 and XS2356571120 (the Notes), for their subsequent redemption (the Tender Offer).
The terms and conditions of the Tender Offer of the Notes are contained in the launch announcement of the Tender Offer (the Offer Announcement) prepared by the Company and available to Noteholders, which may be obtained from the agent of the Tender Offer (the Tender Agent), Kroll Issuer Services Limited.
Noteholders may offer their Notes for sale from today, 18 January 2023, until 17:00 hours (CET) on 16 February 2023. The Company will announce the results of the Tender Offer on 17 February 2023 but may change the dates in accordance with the provisions of the Offer Announcement.
If the tender offers received are accepted, the Company will pay to the Noteholders a cash price equal to 100 per cent of the principal amount of the Notes plus the amount of accrued and unpaid interest up to (but excluding) the settlement date of the Tender Offer. Settlement of the Tender Offer is expected to take place on 20 February 2023, although this date may be changed in accordance with the provisions of the Offer Announcement (the Settlement Date).
If the Maximum Tender Amount is not fully used up as a result of the Tender Offer, the remaining amount will be redeemed directly on a pro rata basis among all Noteholders on the Settlement Date.
Madrid, 18 January 2023